Unchained
by Dongyrn
Summary: A girl with powers she is just beginning to comprehend is thrust unprepared into the world. Can she find the help she needs? Features primarily the Avengers timeline and characters with other MCU tie-ins, including Daredevil, Alias, and X-Men (yes, mutants, I went there) among others. Light OC Femslash, a BlackHill subplot, and some comic-based cameos.
1. Chapter 1

**A/N:** This is a bit of a departure for me, in that I've never done a Marvel fanfic before, but it seemed to be the best fit for this character concept I'd dreamt up many moons ago. I'm going to do my best to keep it within the Marvel Cinematic Universe (Expanded) but the timing of things is a little wonky. Any slippage we'll just call AU. If I seriously mess things up (for example, I haven't seen past season one of Agents of SHIELD or finished the Daredevil Netflix series yet) then by all means call me out on it and I'll fix it if I can.

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

 **Unchained**

Detroit. Five years ago.

Chris Martin walked home at the end of the day with his head bowed and hands stuffed into his pockets. It was an unusual stance for the tall and lanky man as he was typically full of vigor and strode down the urban street with his shaved head held high and on a swivel, scanning his environment for threats. On this particular day, however, he was burdened by a number of things which might carry momentous implications for his future.

The walk from the inner-city dojo that he owned to the apartment building that he and his family resided in took about a half hour on a normal day. As he shuffled past scattered refuse and oily puddles of unidentifiable liquid, he thought that it might take a bit longer than that this evening. Hopefully he would be able to put the time to good use.

He'd owned his school for defensive arts for about four years. Each subsequent season had shown a steady decline in income. Residents of the city stopped going out so much which meant fewer clients. Why bother with self-defense classes when it was cheaper and more effective to simply purchase a gun or stay home?

Chris snorted to himself softly in frustration. He'd tried to take a more holistic approach to personal safety, helping his students understand that mental discipline and strength was just as important as the physical. The bulk of his students were women who had enough of being a victim, had been assaulted in the past and no longer felt safe walking the streets, or even wanted the fortitude to reject the unwanted advanced of former boyfriends. The reasons were as various as their backgrounds and temperaments. He had a few more dedicated students who practiced their Kendo sword forms with him, but they alone weren't enough to keep his dojo afloat.

The cocoa-skinned man shook his head wearily. So many people he'd managed to help, but he just couldn't keep this up for much longer. Within a month he'd have to close up shop unless something miraculous happened. His wife made enough money in her retail store management position for them to survive, a rarity for inner-city folk nowadays, but he wanted to make his two little daughters proud. Wanted to be able to walk with his head held high again.

Wanted to feel important again.

Granted, if he was still holding his face upwards he would have quickly realized that his path had led him towards an ambush. Some long-buried instinct from his stint in the Army caused him to stop and belatedly snap his eyes forward where three men were arranged to block his path not ten feet from him. He paused to look them over curiously.

They were dressed head to toe in black clothing, including combat boots and masks. Not even their eyes were visible behind the dark goggles.

As they withdrew glowing batons from their belts, Chris ignored the odd look of the men. Finally, a threat he could fight, one he could deal with.

He grinned anticipatorily and settled his body into a defensive position. "You boys picked the wrong guy to try and mug," he said softly.

He never got the chance to react further as a sharp prick was felt against his neck. His eyes slid shut as he was immediately affected by the debilitating neurotoxin injected from the dart and he quickly sagged to the ground, unconscious.

New York City. Today.

Caitlin panted as she crouched in the shadows behind the abandoned tenement building. She ran her fingers through her wavy dark brown hair, vainly attempting to shake it out to its full shoulder length, but the tangles made it impossible. She'd not had the chance to wash herself, much less had the time to relax her guard enough, to do anything for her appearance.

 _I need to look normal, like a normal teenaged girl, otherwise I'll attract attention..._

 _/Your clothes aren't helping either, you've got blood all over yourself./_

She sighed. _I know Chris, it can't be helped. You see a clothing store around?_

 _*Calm yourself. Look across the street.*_

Glancing across the dark street, dimly illuminated by the insufficient street lights, to where she'd been directed, she noted that the apartment building there had a clothesline strung across a third floor balcony. _Thanks Eric, nice catch._

 _[Go in the front door. KILL THEM ALL. Take what you want!]_

She gave another sigh, this one long-suffering. _Shut up, Kyle._

The slender girl, to all outward appearances a normal-looking teenager, sped across the street, her unshod feet barely touching the ground. With a hop and a skip, she jumped up to the second floor balcony, grabbing the rail with her hands and using her momentum to carry her further upwards. She landed nimbly on the third floor balcony, smirking slightly. _That was pretty easy._

 _/I keep telling you, you're capable of so much more than you think./_

Her smirk turned into a frown as she searched through the clothing for something appropriate. _Yes, I well remember tearing through those boys. I killed them, Chris. I killed people._

 _/They were gang members trying to do you harm. You defended yourself./_

 _*And you only killed two of them. We were able to rein in Kyle right away.*_

She shuddered to herself at the memory of Kyle sliding in to the forefront, his rage burning white-hot. Somehow her nails had lengthened to razor-sharp claws, slicing through the first throat effortlessly and neatly eviscerating the next thug in line, all before she could even blink.

 _And I thank you both for that. But that's not the part that worries me, though._

 _*What worries you, then?*_

 _I don't feel anything for the ones I killed. I'm not angry, or sad, or even... I dunno, excited about it like Kyle seems to be. I'm just... empty. Shouldn't I feel something?_ She grabbed hold of a summer dress that seemed as if it would fit. Shedding her previously appropriated, though now torn and bloody, clothes, she slipped the muted yellow dress over her head, smoothing it out over her slim hips with both hands.

 _/Don't worry about that right now, okay Cat? Just worry about getting to ground. We'll deal with Kyle and try to keep him contained./_

Cat sighed yet again. _I seem to be doing a lot of that. Sighing, I mean. It's awfully fucking crowded in my head, guys._

She could almost hear Eric's rueful chuckle. _*You get used to it, girlie.*_

Undisclosed location. Five years ago.

Chris woke suddenly as bright lights seared into his head. He squinted and tried to make out his surroundings but to little avail. The best he could discern was that, one, he was in some sort of hospital or laboratory, judging from the equipment and the cold metal table he was lying naked upon. And, two, he was securely strapped down.

"Now, don't go stressing yourself, my dear subject," a soothing voice intoned from next to his right shoulder. He looked up to see a greying, grandfatherly-looking man in a white lab coat writing something down onto a clipboard. "This will all be over soon for you, though I daresay we will be speaking again if all goes well enough," the man continued. He jotted down a last note and then looked at Chris, his eyes twinkling merrily. "In fact, if this does all go as expected, you just might be granted immortality."

The prone man cleared his throat. "I don't suppose I can decline?" he asked in a raspy voice.

"Oh, no, I'm sorry," the man in the lab coat chuckled. "But by all means, do cling to your sense of humor. You might need it for the times ahead of you." He glanced across the room, nodding thoughtfully, before moving back from view.

Chris strained his neck to see what the man had been looking at. There, against the wall and hooked up to numerous monitors and machinery that he couldn't even begin to fathom, was another man lying in what seemed to be an open-topped, liquid-filled chamber. He was about Chris' height but pale with short blond hair, had an air hose attached to his face, and had several tubes affixed about his body.

He looked to be asleep but somehow Chris instinctively knew that there was nobody home in the body. It just looked... vacant. Like it was waiting for something.

He felt the cold rush of fear flow through his veins as he began to finally have severe misgivings about the whole situation. _Strapped down to a lab table, and it takes me this long to panic?_ he thought to himself almost wryly. As he began to struggle with his restraints, he felt another prick against his neck. "Not again..." he slurred before darkness overcame him.

New York City. Today.

Caitlin moved lithely across the rooftops. She knew she was being hunted, but she just wasn't sure of the hunter's identity. _Is it the people from the lab? Are they law enforcement? Somebody else?_

 _*Stay calm, Cat, you have the knowledge and the ability to evade.*_

 _[No, stay and fight! You can't run and hide forever, FIGHT them, KILL them all!]_

She scurried across the next rooftop before leaping from the parapet and landing, quiet as a mouse, on top of a department store. _Is it bad that I'm leaning towards Kyle's solution here?_

 _/Fight if you want to, you know we'll help if we can./_

She paused behind the door leading down into the store, straining her enhanced senses. She could hear the tapping of feet from another rooftop away as her pursuer raced across the surface, but then they cut off as if they'd noticed that she'd stopped. Her hearing picked up on movement down on the streets as well, but she couldn't tell if she was being paced or not.

 _/Likely you are. If you stay put, you're definitely going to have to fight them./_

 _Well, what would you suggest then, Chris?_ she thought with exasperation. _Run or fight? I'm the newbie here, guys!_

There was a soft thud of landing feet on her rooftop, coming from the other side of the door outcropping.

 _*I think your decision just got made for you.*_

Undisclosed location. Five years ago.

Kyle blinked his eyes open. He was lying on a hard metal slab with raised edges that came up over his body. His arms and legs were itchy and his throat sore. He cleared it uncomfortably. "Hello?" he called out in a rusty voice. Somehow it didn't seem as if he'd spoken in awhile.

 _/What. The. FUCK. Is going on?/_

Kyle jerked slightly at the voice. "Who's there?" he asked hoarsely. He couldn't see above the edge of his uncomfortable bed and his muscles didn't want to respond right away. He couldn't hear anybody else nearby, though.

 _/Not out there. In here, apparently./_

 _In... here? Like, in my head?_

 _/I'm still trying to figure this out myself. But, yeah. It's like I'm watching a movie screen or something./_

"Who are you?" he whispered.

 _/I'm Chris. Was. Hell with it, I'm in your head but... yeah. Okay. My name's Chris. What's yours? Do you have one?/_

 _Kyle._

 _/How do you know?/_

 _What do you mean, how do I know? I just... know._

 _/Do you have a last name?/_

Kyle hesitated, racking his brain. Of course he had a last name, everybody did, it was...

 _Huh._

 _/Yeah, thought so. Alright, now don't panic, but what was the last thing you remember before opening your eyes?/_

Kyle furrowed his brow, searching through his memories, only to find... nothing. It was all just emptiness. He knew things, like how to disassemble a gun and fire one, the anatomy of a human being and where the pressure points were and the spots to cause the quickest bleed-outs...

 _What am I?_

There was a sound of a door opening, and he snapped his eyes over towards that direction.

 _/Guess we're about to find out. Keep your cool, okay?/_

He nodded his head wordlessly and waited. Only a heartbeat or two passed before a kind-looking grandfatherly type of face peered over, pushing his spectacles up the bridge of his nose.

"Good morning, Kyle," he said, smiling. "Welcome to the world. Your vitals are looking excellent. Can you sit up yet?"

"Um, I'm not sure," Kyle replied hesitantly. His voice was becoming stronger with use. "Who are you? Where am I? What did you do to me?"

The man chuckled and leaned over further to inspect his body. Kyle could see that the man wore a white lab coat.

"So many questions, good. You may simply call me Doctor. And where you are, well," he stood back up, smiling again. "You're in my laboratory."

He turned, snapping his fingers imperiously. There was a shuffling noise and more people entered, people in masks and white coats or blue scrubs. They bustled about Kyle, dismantling the high edges to his current resting place and then helping him to sit up. His head swam momentarily.

 _/I know this guy, this Doctor. He was there before I.../_

 _Before you what?_

He could feel Chris hesitate inside his head. _/I think he's the one that killed me and put me in here./_

He felt slightly sick to his stomach, whether from Chris' words or from the shakiness in his limbs he wasn't sure of quite yet. But he managed to, with plenty of assistance, transfer over to another bed, this one a hospital-style one with a raised head.

Soon enough he was hooked up to a set of softly-beeping monitors and covered with a light sheet. He didn't feel the need for modesty, though it seemed others averted their eyes from his nakedness.

 _/That's a natural thing. I guess that part didn't get stuck in your head, huh?/_

 _Stuck in my head?_

 _/Yeah, it's like you've got knowledge in here, sort of a library of things you know, or know how to do, even basic language and grammar, almost like... like it's been programmed into you. But no experience with it, like you've never done anything./_

 _I don't understand how that's possible._

 _/Hey, man, I'm just along for the ride. But... Okay, let me just get this out. I think I saw your body before it was... well, inhabited./_

 _Inhabited by you?_

 _/By us. Ask some more questions./_

"Are you going to tell me what happened to me?" Kyle asked.

The Doctor pulled up a chair and smiled. He settled into it, crossing his ankle over his knee, and took on the tone of a lecturer.

"What we've done is the culmination of years and years of research. We've had many failures, only a few successes. I'm hoping you will be one of the latter." He chuckled dryly. "At least, you didn't die right off that bat. So far so good, eh?"

 _/I'm really beginning to hate this guy./_

Kyle snorted softly, which caused the Doctor to raise his bushy grey eyebrows.

"Let me ask you a question before I reveal any more. Is Chris in there with you?"

Kyle's mouth hung open in surprise. He waited for some sort of guidance from Chris, but apparently he was too stunned himself to answer either.

"That answers my question," the older man chuckled again. "Let me start with the big picture with what we've tried to do here. I am a scientist, but in order to understand what we've accomplished we have to deal with the spiritual as well."

He uncrossed his legs and sat forward eagerly, waving his hands about animatedly. "Life is said to be an energy, and energy cannot be created or destroyed. So as the 'soul' is possible energy, it either 'elevates', 'reincarnates', or becomes absorbed by the surrounding... let's call it environment, unless otherwise forced in a direction."

 _/Oh, God. He said I would be immortal. He actually did it, he stole my soul and forced it into your body./_

The Doctor continued on. "Some of these 'souls' are believed to have different strengths of energy, due to being 'older' or having come from an individual with unusually strong willpower. They have the potential to absorb more energy to, well, grow and age, so to speak."

Kyle still wasn't able to form any sort of coherent response. The Doctor smiled gently, laying a weathered hand across his arm. "What we did, Kyle, was give you a 'soul' inside the body we engineered. That would be Chris. Oh, and by the way, it was nothing personal, Chris. You had highly desireable traits for this project."

 _/_ _Kiss my incorporeal ass, old man./_

Smiling slightly at Chris' retort, Kyle opened his mouth finally. "He's less than happy about the arrangement. I don't understand why you did this, though. Who am I? Was I anybody before you did this?"

"No, you were completely homegrown, from your body to your consciousness. We've been able to create mind imprints for some time, full of knowledge and the ability to function as a human being. Works quite well inside our AI simulators and when imprinted on existing human beings. And we've been growing our physical experiments for some time as well, trying to perfect the end goal. But up till now, every attempt to merge the two together has ended in failure."

 _/So what's the goal then? What are they trying to grow, and what are you, we, now?/_

Kyle gave a slight nod. "So then what is this goal? What am I?"

The Doctor smiled as if Kyle were an especially bright child who had asked the question he'd been wanting to answer all along. "Ah, now, this is my area of expertise. We've been genetically creating new creatures that can change, transform into different forms, while still retaining the ability to return to a default human form. The normal state would retain some of the attributes of the creature, such as enhanced strength and agility. The perfect warrior, if you will." He beamed proudly as he rose to his feet. "It's been difficult to reach this stage. We've finally achieved an almost seventy-five percent retention rate for the 'soul' if the host dies. We do still, on occasion, need to hunt for new donors, especially to find the right fit to a particular host. I think you and Chris will get along just fine, Kyle."

As he turned to walk out of the room, Kyle spoke up again.

"Wait, please... I don't think I can do this, what you want of me..."

The Doctor turned again with a hard smile. "Of course you can. You'll adapt. The body bends to the soul, but the mind bends to the body. You're adapting already, soon it will be as if the two of you had never had any other. I look forward to seeing what you can do."

With that he strode through the door, closing it behind him, the sound of the lock clicking shut carrying easily over to where Kyle lay.

 _/I noticed he didn't actually say what we're supposed to 'transform' into./_

 _Yeah, I noticed that too._

New York City. Today.

Caitlin held her breath fearfully as she edged around the corner. She froze as a breathy male voice called out. "Here, kitty kitty kitty..."

 _Oh, shit. He's from the lab._

She peeked the rest of the way around, suddenly coming face-to-face with a masked man. The hood and uniform were all black with some white accents that she didn't have the time to register. The only other two items she dimly noted were the concentric circles on the forehead of the mask, and the fact that he was carrying a throwing knife in each hand.

She let out a _squeak_ of surprise and his eyes widened almost comically as if he'd been startled by her closeness. Caitlin reacted instinctively, slamming the heel of her right hand into his chest.

The strange man was flung backwards to sail over the rooftop, plunging towards the streets below.

She spun quickly on her heel and raced away from the scene, following her previous path again.

 _Who was that? What was that?_ she thought, babbling in panic inside her head. _Did I kill him? He had knives, was he going to kill me?_

 _/Don't think, Cat. You're committed to running now, so run./_

 _Run. Yeah, running sounds good. I can do that. I'm good at running._

She hurdled the next parapet and sprinted away, her bare feet hardly making a sound as she fled into the night.

Undisclosed location. Five years ago.

Kyle walked slowly down the corridor in between two burly guards towards what he'd been told was a training room. He'd been through intense physical therapy over the last week to get his body used to his muscles, but today the impatient Doctor intended to ascertain if his part of the project was successful.

He'd met with several other scientists, none of which bothered to reveal their identity. All were universally cold and clinical in their care.

And yet, the Doctor was the one that scared him the most.

 _/Hey, look to your left./_

He did as Chris asked and spied a pair of glass-walled cells. There were two people in them, one a scruffy-looking blond male and the other a redheaded female. The male seemed twitchy, and as he watched, he suddenly blinked from one end of the cell to the other.

 _Whoa._

 _/Wait, watch him again, closer this time... he's just moving that fast, almost in the blink of an eye, but you can see when he starts and stops./_

 _You're right. Wonder if it has anything to do with my enhanced senses?_

 _/Not sure./_

Kyle had been getting more used to Chris in his head now. Coping with what could be called a split personality became second nature, almost. At least he had company on the long and lonely nights.

As he passed the girl's cell, she looked at him with a smirk, her eyes glowing slightly red.

 _Okay, she's freaky._

 _/No argument from me, there./_

Before long they arrived in the room. It seemed to be about the size of his original chamber that he woke up in the first time, but this one had a large mirror against one wall and numerous instruments against the other. Prominent was a bulky cylinder that was standing upright with several hoses and cables attached to it. There was a large monitor affixed to the front with a keyboard below. The screen simply had two status messages, one read 'Empty' and the other 'Ready'.

 _Well, that's not ominous at all._

 _/Didn't take you long to pick up on sarcasm./_

 _I had a good teacher._

"Alright, then. Let's see what you can do for us, Kyle." The voice of the doctor came across a speaker set into the wall. Kyle noticed that only lowly technicians were present in the room.

 _/Maybe he's scared of what you will transform into./_

 _Maybe. Somehow I doubt it. Okay, guess it's time._

The Doctor had coached him well ahead of time in what was needed for him to trigger the transformation. He refused to give him a mental picture of what he would be transforming into, but told him to clear his thoughts and concentrate on the change, on pulling something out of his body.

Kyle closed his eyes and breathed in deeply, standing in the middle of the room with a simple hospital gown on. He concentrated on the feeling of something inside of him that needed to come out, needed to be freed. Before long he actually felt something stirring inside of him, beginning to move across his stomach, something cold and dark...

His eyes snapped open as he coughed. He looked down, startled, as he noticed the blood now sprayed down his shirt. "What..." he croaked, before the pain began to rack his body.

Kyle toppled onto his side, his body shaking and convulsing as his limbs twisted uncontrollably. His vocal cords were damaged beyond use already, but inside his head he was screaming endlessly.

Over the sounds of Kyle's tortuous expiration, Chris could hear the Doctor shouting orders over the speaker. "Activate it now, grab him before it escapes!"

Another voice, this one harsh and unforgiving, came across the same speaker, as if he were in the back room with the Doctor. "I told you this was a bad idea, combining Komodo Dragon with rattlesnake DNA, cold-blooded simply won't-"

"Not now! You there, get that contraption working immediately!"

By this point Kyle had gone into complete shock, overcome by the mind-numbing pain. He was still alive and twitching, but just barely. Whatever he was transforming into got stuck halfway. Chris was suddenly very, very glad he couldn't see Kyle's body right now.

And then there was a sound as if a vacuum started up, and he felt himself falling into blackness.

New York City. Today.

She flew almost effortlessly across the rooftops still, her bare feet making only slight noises against the gravel under her. She was pretty sure she'd managed to evade her pursuers, but she had a lot of ground to cover still until she reached her destination.

 _Not that I'm completely sold on what's waiting for me at the end._

 _/It's a long shot, I agree. But Tony Stark is part of the Avengers now, one of the good guys. He should be able to help. And his building is recognizable./_

Caitlin peered into the distance at the towering structure that was lit up against the Manhattan night skyline. Even from here her sharp eyes could make out the giant letters against the side spelling out his name.

 _Certainly looks like his ego is big enough._

 _*Yeah, might be, but he's also some kinda genius, right?*_

She paused to catch her breath, leaning against the windows of a closed penthouse-level restaurant before continuing on. _Okay, now here's what I don't get. Chris is the only one of us who's ever been, like, regular born, right? So how do we all know about all this stuff? Eric, how do you even know about Stark?_

 _*Mostly from Chris' memories. Some of it was implanted, like your memories were, your fighting abilities. Some of it is stuff that the techs and such folk discussed. They liked to pretend we were, I dunno, dumb animals. They liked to talk.*_

 _[Talk, talk, talk, they always talk and plot and sneer, despise us they did, afraid of us deep down, better to ignore us and belittle us than to fear us...]_

 _/Okay, for once Kyle is spot-on./_

Caitlin snorted a soft laugh as she accessed their memories of their time in the lab. _Yeah, that was disturbingly accurate._

Undisclosed location. Four years ago.

Eric blinked his eyes open. His large body was lying on a hard metal slab with raised edges that came up high enough to block his view of the room. "Anybody there?" he called out in a hoarse baritone.

 _/Glad you could make it into the real world./_

Eric jerked slightly, startled, but his body didn't want to obey his commands.

 _/Relax, friend. I'm not out there, I'm in here with you, in your head. This is going to be a lot to take in right now, so I'll go slow. My name's Chris, and I'll be your guide through your new life./_

 _[PAIN God the pain never stops and never will, what did they do to me, the pain...]_

He blinked again uncertainly as the new voice trailed off into a whimper.

 _/Oh, and that's Kyle. He had... a bad time of it. Just ignore him for now, okay?/_

 _Am I insane?_

 _/Oh, if only it were that easy... What's your name, friend?/_

 _Um. Eric. My name's Eric._

 _/Well, Eric, hold on to something, because the truth is far stranger than fiction ever could be.../_

Fifteen minutes later, he was dazedly coming to terms with what he was and what had happened to him. _So I'm not... a real person?_

 _/Of course you are. You just have some extra baggage./_

The door leading into the room finally opened and they heard several footsteps approach.

 _/Okay, here we go. This should be that Doctor prick./_

Sure enough the next face over was an older man, somewhat grandfatherly-looking as Chris had described. "The Doctor, I presume?" he snarked.

The man above him gave a startled laugh. "Well, an even better humor than the original donor. Am I to assume you've been getting acquainted with your residents?"

Eric snorted. "Yeah, you could say that." He cleared his throat. "So what now?"

Before the Doctor could answer, he was interrupted by the unseen harsh voice Chris remembered from the training room where Kyle had died. "Doctor, I hope you will give this one more time to acclimate. Your failures are becoming costly."

The older man grimaced in irritation as he glanced aside. "Of course, sir."

"Very well, I will leave you to it then. Hail Hydra!"

The Doctor gave a lazy salute back. "Hail Hydra," he replied unenthusiastically before returning his attention back to Eric. "Now then, let's get you out of this uncomfortable chamber...

New York City. Today.

Caitlin crouched in the alcove she'd found. It looked like at one time it'd been a rooftop garden, but the building below her had been long abandoned. The door leading down was boarded shut.

It was as safe as she was going to get for now.

She was tired, desperately so. She'd been on the run ever since she'd left the lab, running as if her life depended on it. Which, from what her uninvited though permanent guests had to tell her, was likely the case.

Christ on a crutch, she needed sleep.

 _/You picked that phrase up from me, didn't you. I think you might be safe up here for a few hours./_

 _I think you're right, Chris. But I need some time alone too, okay?_

 _*We understand girlie. We don't get tired anymore, but I know this has been a strain on you.*_

Caitlin snorted softly. _Well THAT was the understatement of the century._

She sat against the wall, pulling her legs up against her chest under the sundress and closed her eyes wearily. And concentrated.

Perhaps a minute later, a short-haired midnight-colored feline crawled out from under the faded yellow dress and curled up on top of it, purring softly as she fell fast asleep. She wasn't bothered by any voices inside her head for the rest of the evening.

Undisclosed location. One month ago.

For about three and a half years Eric trained at the laboratories he learned to call home. He quickly acclimated to his abilities and surroundings thanks in a large part to Chris.

Eric developed a wry but oftentimes mischievous sense of humor over time. Chris wasn't sure how his programming triggered this, but he didn't really understand the hows or the whys of that end of things.

He was able to transform safely, though.

His form turned out to be that of a great brown bear. It was a particularly massive feeling for Eric, his large human frame being able to shift into one that filled up the small initial training room.

Both Eric and Chris tried to work with Kyle to overcome his condition. Eventually they coaxed him towards some sort of coherence but he would often lapse into moods, switching between fear and anger over his death.

Eric wasn't content to remain a lab experiment, however. He remained on the lookout for ways to escape his sterile prison environment, though such opportunities looked to be remote if even barely possible. He came across a few other experiments like himself. The large man was never permitted to converse with any of the others, kept in isolation and trained alone in a series of larger rooms. He did witness another man die painfully in much the same manner as Kyle had. It was enough to send the latter into a manic episode that took a week to talk him down from.

But opportunity can eventually come to those who are patient.

One morning as Eric was walked towards his gymnasium-sized training room he heard a commotion down the hall. There was a series of loud crashes before a guard went hurtling out of the room, bloody and broken. The pair of guards who always accompanied Eric cursed and pulled out their batons, loudly ordering the technician to stay with their current subject. Yelling continued from the room and smoke began to gather up near the ceiling as warnings of fire were shouted.

The orderly looked up at Eric, gulping nervously. He smiled down at him in return and gave him a swift backhand across the head, enough to stun him.

Quickly Eric transformed into a bear and began rampaging his way towards the entrance. He managed to get almost to freedom before he was swarmed by guards. As he continued to struggle, killing several of the opposing forces, they were forced to switch to lethal weapons over the objections of the researchers nearby, armor piercing rounds to penetrate his tough hide.

Eric felt the impact of the large-caliber rounds. He continued to fight, even as he felt the life began to drain out of him, and once he could struggle no more transformed back into a human again.

His wounds were too severe by that point, even for the regenerative properties of the transformation. He kept fighting though, using Chris' skills as best as he could and Kyle's gleeful encouragement, until the blood loss made him dizzy and uncoordinated. One more shot to his chest and he finally slumped to the ground, unmoving.

"Where's the equipment?" a voice screamed from nearby. "We have to salvage him!"

Eric let out his last breath wearily. _Sorry guys, I tried._

 _/It's okay, man. Rest easy./_

The big man closed his eyes and surrendered to the darkness before the distant running feet could reach him. By the time the equipment arrived, he had expired and his essence slipped away.

Little did the researchers realize at the time, however, that directly under the spot where Eric died was another project's room, inactive and waiting for a donor.

New York City. Today.

Caitlin the cat stretched her paws out in front of her in the early morning light as she yawned widely and arched her back. It felt glorious to wake up in this form and she was beginning to suspect that it might just become her favorite way to sleep. Especially as, when she was transformed, the other three presences within her head were conspicuously absent. She didn't really understand the reasoning behind it, any more than she understood what it was that allowed her to transform, or be able to jump up a couple of stories or across a rooftop, or how she could race across said rooftops barefoot but with nary a scratch. But she liked the peace and quiet. It made her feel less... crazy.

Surrendering to the inevitable she let out a soft _mewl_ before transforming back into a human girl again. She shook her dark hair out, pleased to note that the snarls in her tresses were now gone. _Is that how it works? My body, like, resets itself when I transform?_

 _/Sort of. Mostly it heals some damage and refreshes you, but yes you now seem as if you'd showered recently./_

She grinned as she slipped the sundress back over her head. _Thanks, professor. Oh, and good morning all._

 _*Mornin' girlie. Though it still feels like night for me.*_

Caitlin froze, slightly startled. _What, don't you guys, like, sleep or something when I'm transformed?_

 _*Nope, we just go blank. Couldn't tell you how long it's been unless you look at a clock.*_

 _Oh._ She almost felt a little embarrassed now for her earlier exuberance about getting her alone time. _I'm sorry, I didn't realize that..._

 _/Nothing to be sorry for, Cat. It's just our lot in life now./_

 _[What life? What life do we have now, huh? No life, there's only DEATH now, for us and for everyone else, make them all PAY for what they did...]_

 _Shut up, Kyle._ Caitlin grinned as her thought was echoed simultaneously by both Chris and Eric.

She approached the portal leading down into the building warily, listening for any noise betraying habitation. Her acute hearing didn't pick up on anything and her sense of smell only uncovered mold and rot. She wrinkled her pert nose. _That smells disgusting. Why can I smell the entire building like that?_

 _*Fringe benefits, kid. You appreciated it more out in the wilderness when we could evade our pursuers more effectively.*_

 _Well sure, Eric, but now I want to complain about it._ Caitlin grinned to herself as she gently pried off the boards to uncover the door.

 _*Brat.*_ Eric followed the thought with a good-natured chuckle.

After a few seconds she was able to push the door aside and peer into the dark depths. As she had suspected, the building was completely unoccupied. She made her way down the dusty steps and towards the ground floor, where another door should lead into the alleyway.

With any luck she could slip out and blend in. Find some more clothes, maybe some shoes so she wouldn't stick out like a sore thumb, and then make her way the last couple of blocks to Stark Tower. And hopefully find the help she needed.

Of course, her luck had to run out eventually.

She'd hardly taken five steps into the alley after uncovering the side door when armed men filled both ends of the enclosed passage. She looked about wildly, hesitating with indecision. Should she run back inside the building? Fight? Jump over their heads?

 _*Run Cat! Get back inside, lose them over the rooftops again!*_

 _/No, you have the advantage now, they won't expect you to charge at them! Kick jump off of the wall, you can get away from them on the streets!/_

 _[KILL THEM ALL, KILL AND MAIM AND BLEED THEM DRY!]_

Caitlin shook her head to clear it, but her indecision allowed her to fully take in the situation. The men bore dangerous-looking assault weapons, shotguns, and heavy-duty stunners. They all were dressed in combat riot gear and were labelled as NY City Police.

These were the good guys. And she suddenly didn't want to run anymore.

"Put your hands on your head!" an amplified voice shouted from behind the men. "We know you are a metahuman, do not attempt to flee or make any sudden movements!"

Nodding, she slowly raised her hands behind her head and sank to her knees.

 _I'm sorry guys. I'm done running._

 _/It's your choice, Cat. We're just along for the ride./_

 _*Only hope we can live with the choice you made, kiddo.*_

Undisclosed location. One month ago.

Caitlin blinked her eyes rapidly, trying to get the fluid out before she realized she was actually underwater. She could feel a breathing tube down her throat and several other tubes attached to her arms and legs. She tried to thrash in panic, but her muscles barely responded.

 _/Easy there, friend. Just relax for a second, you're going to be alright./_

She blinked her eyes again. _Who... Was that in my head?_

His sigh of forced patience echoed through her mind. _/Look, we don't have a whole lot of time. My name's Chris, and yes, I'm in your head. You're in a lab, but it looks like they weren't ready to activate you yet, so we have an opportunity here, if we move fast. It's going to require you to try and move your limbs, though, and get on your feet./_

 _A lab? Activate? What-_

 _*No time, kiddo, start working your muscles if you want your freedom.*_

 _/Yeah, and I'm not alone in here. That was Eric, he just... well. I'm surprised he's coherent right now./_

 _*Right now I'm trying to focus on our girl here and getting out.*_

 _/Right. Well there's one other, Kyle, but he may take some time to show up./_

Caitlin felt like screaming, though that would be difficult with the breathing tube in the way. _SHUT UP both of you! Tell me what's going on!_

 _/Alright, girl. What's your name?/_

 _Caitlin._

 _/Pretty name. Okay Caitlin, you work on getting your muscles moving and we'll fill you in as best we can.../_

Fifteen minutes of exposition later she was able to flop her upper body against the side of her container. With a wet cough she managed to remove the tube and suck in a lungful of air. "Oh, God, that feels good to get out of me."

 _*Better start working on the other tubes, girlie, give you time to heal.*_

 _Right, healing. So I can heal faster as well? And I'm stronger, and faster, and can turn into... something, some kind of animal?_ She winced as she pulled the last tube out of her, dimly registering the pink in the water from her blood.

 _/That's the gist of it. I'm hoping that your muscles will recover faster than Kyle's did. Eric seemed to take less time to get onto his feet, so maybe you can do the same but even faster./_

With a grunt of effort Caitlin threw herself over the side and collapsed to the floor in a wet, naked heap. _Guys, this is going to take a while._

 _/I know, but do the best you can. The sooner we can get out of here the better chance we have of escape./_

As she struggled to move across the floor, she noted that the monitors that she'd been hooked up to were mostly dark. Only one was active, and though it showed a flat line of activity there were no alarms.

 _Maybe nobody knows I'm awake yet?_

 _*That's what we're counting on, kid.*_

 _[Yes get away get AWAY and out of here, move move move...]_

 _/Welcome to the party, Kyle./_

Caitlin let out a soft chuckle that turned into a moan as she tried to pull herself up into a sitting position against the wall. _He sounds insane._

 _/He's had it rough. Well, rougher than us, anyway. Give him time. But he's not wrong, we've got to get moving./_

 _Alright Chris, I'm moving._ She gritted her teeth and managed to get herself upright. From there she could reach the door handle and crack it open slightly. The corridor outside was dark, though she could hear distant voices shouting.

 _*Okay, go.*_

She was able to crawl on her hands and knees by this point, with both Chris and Eric encouraging her and Kyle muttering dire predictions of being captured. She closed the door behind her and started in motion. Ten feet down the corridor she spied a door across the hall labelled as a break room.

 _/Perfect! Get in there!/_

The dimly-lit room had a few furnishings, including a table with water bottles on it that she immediately visited, her throat raw and parched by this point. Additionally there were a few lockers against the back, several of which contained women's clothes, but no shoes.

Caitlin sat on the couch, exhausted from getting dressed. She'd found a pair of jeans that hung loose off of her slender frame, fortunately with a belt she could cinch, and a black tee shirt that was close enough to her size. _What am I going to do about shoes?_

 _/Not a worry right now, it's not like you wouldn't be caught if they saw you anyways./_

She snorted softly at the encouragement and staggered to her feet. It was indeed getting easier to get around, even if it looked like she was a shambling zombie by her gait. Noticing a mirror nearby, she took a few steps in that direction and leaned heavily against the counter in front of it.

Staring back at her was a young girl with thick, curly, dark brown hair and pale green eyes, almost a yellow color. Her hair was drying as she'd used other clothing as towels, no reason to leave a drip trail as she went. She had a pert, slightly upturned nose and a pleasantly round face. She glanced down at her body, perhaps just over five feet tall if she could judge it accurately ( _How can I even judge that?_ ) and athletically slim. A typical-looking teenaged girl.

 _So that's me._

 _*Yep, you're a looker alright, now can we get our asses in gear?*_

 _Yes, Eric, I'm moving, don't be such a nag._

By this point Caitlin was able to walk, if a little unsteadily. _Should I really be able to move this soon after waking up? It's been, what, a half hour?_

 _/Near enough. It's encouraging, gives us a better chance if you can get to cover. Now, let's try to find an exit that's not as heavily guarded./_

Opening the door gradually she peeked outside, only to pull the door shut again. A quartet of guards were hurrying down the hallway, fortunately not paying attention to their surrounding but more intent on their destination. After the pounding feet had passed, she slipped out and closed the door softly behind her. She walked along with one hand on the wall to steady herself.

 _*Stop. Camera above you. Wait...*_

She froze in place, looking upward worriedly. The camera was swiveling around to pan both hallways from the corner where she was now. She'd have little time to continue on once it passed and didn't need the others to tell her so.

 _*Right, let's move.*_

She hurried down the hallway, only needing to reach out every so often. To her surprise she was almost able to break into a jog.

At the next intersection she paused again. There was a security station at the end of the branch to the right with a single guard, and behind him was a passcard-locked door marked Garage.

 _/Alright, Caitlin. This is it, you're going to have to fight your way out. Do it quietly enough and no alarm will be raised./_

 _Wait, what? Fight? I was barely standing just a short while ago! And I don't know how to fight!_

 _/Yes, you do. Close your eyes and concentrate, but hurry before the camera behind you comes back around./_

 _So no pressure then._ She sighed and did as Chris asked. Once her eyes were closed, it was as if she could see the choreography in front of her, how easily she could take the guard behind the desk down before he raised the alarm. It was beautiful in its simplicity, almost like a dance.

Opening her eyes, she grinned. _Alright then. Let's give it a try._

She sprinted around the corner, only faltering slightly as she rounded the bend but picking up speed as she flew down the hallway. The guard looked up from his monitors too late, and only just started moving his hand towards the alarm button when Caitlin went airborne. She flipped, pushing off of the desk with her hand to send both feet into his chest. The guard went sprawling backwards and she scissored her legs to slam his head down, rendering him unconscious.

She crouched over the sleeping guard, not seeing or hearing any alarm from her actions.

 _That... was... BADASS!_

 _/Yes it was, now get your badass moving. Find a place to hide the body, take his badge and get out./_

A short while later saw her safely ensconced in the back of a compact car that had been left unlocked. She pulled some dirty laundry from the back seat over her head just in time as a group of technicians, dismissed for the evening due to the earlier day's excitement, headed into the garage. She heard a female voice call out her goodbyes before the door to the car opened and it rocked slightly. The engine started up and she was on her way to freedom.

It took another hour before Caitlin's room was found empty on a routine inventory check and fifteen minutes after that before the lockdown search parties uncovered the still-unconscious guard. By the time security personnel began to look through the recorded garage footage and the log of employee departures around that time, Caitlin was already on foot and making her way downstate.

She was long gone by the time the lab personnel caught up with the bewildered technician.

New York City. Today.

Caitlin had been in the reinforced, windowless, practically airtight cell for twelve hours now, and she was starting to get a little worried. Not to mention light-headed, as the tiny air vents did little to circulate the air.

They'd asked her if she wanted to call a lawyer. Well, of course she did, but she didn't know any. Nor did she have any next of kin, or anyone really she could call.

She was a nobody. She didn't exist. She didn't even have a last name.

The teenaged girl sat on her bunk, wrapping her arms around her legs, and pondered what to do next.

 _*Well, at least you told them to call Stark.*_

Caitlin snorted humorlessly. _Yeah, fat lot of good that did. They acted like they get those kind of requests all the time._

 _/And they very likely do./_

 _Well,_ she sighed (she really did seem to do that a lot), _at least I'll never get lonely, right guys? Even if they keep me here, throw away the key..._

 _*Don't go getting all maudlin on us. Give it some time. And if they don't want to help, then we'll just break out.*_

She smiled softly and wiped away a tear that she'd not noticed had rolled down her cheek. _Thanks guys, I mean it. I know none of us had a choice... but I'm glad we're together. Even you, Kyle._

Kyle's only response was muttered curses and grumbling about putting his revenge on hold.

Her own musings were interrupted when the door leading to her cell was opened. A pair of guards stood there with shock sticks on their belts. The bigger one motioned for her to get up.

"Let's go, little girl. Your lawyer is here."

Caitlin's eyes widened in confusion and she scratched at the skin under her restraining collar. It was meant to suppress the abilities of metahuman prisoners, but she had no idea if it would work on her. She really didn't want to test it.

"I have... a lawyer?"

"That's what he said. Now let's go."

She obediently got off of her bunk and shuffled forward. Her feet were now encased in bright orange slippers that matched the rest of her outfit. As she walked past, the shorter of the two leaned over towards his partner.

"This little thing is the one who took out the Kingsmen gang over in Jersey City?"

"Yeah, she is. Keep your distance and don't underestimate her."

 _/Well their days of not taking you seriously are certainly coming to a middle./_

Caitlin frowned to herself slightly. _Wait, what?_

 _/Sorry. Firefly reference. We get out of this and I have so, so much culture to expose you to./_

 _It's a date._

She was led down the hallway and into a conference room. It was also heavily fortified, with no way to open the doors from the inside. The guards halted outside and ushered her in, closing the door behind her.

Sitting across from the single table in the room was an unassuming man in a neat suit wearing a pair of sunglasses.

Caitlin frowned at the sight. _Why is he wearing those inside? And why does he smell... off?_

 _/He's blind. And he smells off because he's much more than that./_

"Hello, miss. My name is Matt Murdock and I will be representing you." He gestured towards the seat in front of him, smiling gently. "Please, have a seat."

She did so, still staring at him wordlessly. _What is he?_

"I can imagine you have a few questions," he began, leaning back in his chair slightly and tilting his head. "I'd like to start with a few of my own, please. You did not give a name when they processed you."

"Caitlin," she whispered hesitantly.

He quirked his eyebrow, and she shook her head, immediately regretting the unnecessary action. "Sorry, no, just Caitlin. I don't... I don't have a last name."

"I see." He chuckled slightly as if he'd just made a small pun, which, when she thought about it, maybe he did. "If you could pick one, though, what would you like to use?"

She hadn't really thought about it much, actually. A last name, though, could be the first step towards... normalcy? _No, I'll never be normal... but a last name is important. It gives me an identity and legitimacy..._ She twirled a long strand of hair in between her fingers. Glancing at the dark chestnut-colored tress, she suddenly grinned. "Brown. Caitlin Brown."

"Well, then, Miss Brown, why don't you tell me a little bit about yourself, and then I'll tell you a little about me and what I might be able to do for you."

 _Should we trust him?_

 _*Well, kiddo, what have we got to lose?*_

 _/I agree with Eric, he seems trustworthy, and as I said, he's much more than he seems. I think he can help us./_

Caitlin waited for a heartbeat. _Kyle?_

 _[What, you want my opinion now? Fine, go ahead and spill out our life story, I don't care.]_

 _Don't sulk, Kyle, it's unbecoming._

She took a deep breath and spilled.

Caitlin left out her exact abilities, as well as the transformations, but instead glossed over them somewhat. Besides, if she'd been tracked all the way from Jersey City, she was pretty sure they had an idea of what she could do.

She also left out the other guys that she spent all of her time with. He seemed a nice enough man, but he didn't need to know that she regularly conversed with three other distinct personalities in her head.

But she did let him know about the lab, and Hydra, and the experiments. About escaping and running halfway across the state towards who she thought might be able to help her understand what had been done to her.

When she was finished, he sat there quietly and tapped a pencil against the pad of paper in front of him.

 _Why does he have paper and pencil? If he's blind, how can he take notes?_

As if he'd heard her thoughts, he suddenly broke out into a grin. "That's quite the tale, Miss Caitlin Brown. You might have guessed by now, or perhaps those extensive senses might have clued you in, but I'm not quite the ordinary person myself. I know some people, some who might be able to help. I'm sorry," he raised his hand before Caitlin could speak, "Tony Stark is not one of those people. But the organization I can put you in touch with just might be able to get you onto your feet. Quite likely they can get you out of here, so long as you agree to cooperate with them."

"Who, Mr. Murdock?" Caitlin asked, faint desperation running through her voice. "Who do you know that I can talk with?"

"S.H.I.E.L.D."

* * *

 **A/N:** Annnd BOOM! There she is. Hope you liked what I put together so far. Future chapters will have less of the back-and-forth flashbacks, though I might still include a few. The next one will see Caitlin try and figure out how she can fit into life. Oh, and yes there will be a subplot of Natasha and Maria Hill, 'cause they're my OTP. Deal with it. Might start seeing some of these other Marvel characters begin to surface as well...

Let me know what you think!


	2. Chapter 2

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Manhattan Metahuman Holding Cells. New York City.

Caitlin was bored. Not the kind of bored where there was nothing on television to watch, or having to sit through an elementary school play, or even a family reunion where the only person around your age was your brat cousin with bad skin who would spend the whole time bragging about his supposed romantic conquests.

No, this was the complete and utter boredom of being locked in a featureless room for one week straight with absolutely no human interaction. That kind of bored.

Fortunately, even though she was in solitary confinement, she was never really alone.

 _Alright, I've got one. Milla Jovovich or Mila Kunis?_

Though Caitlin had not herself seen any movies, Chris had been a bit of a movie aficionado. Her head now contained a catalogue of numerous actors and actresses, and it had become a game to choose a pair of them in order to get Chris' opinion on who was the better.

 _/Pfft. Easy one. Jovovich. She's a phenomenal action actress, and way hotter than Kunis to boot./_ Caitlin sat back with a smile and watched in her head as Chris replayed some of the scenes from movies like Resident Evil and another costarring Bruce Willis.

 _Wait, what was that last clip? The Fifth Element?_

 _/Oh yes, it's a cult classic. Seriously, my memory cannot do it justice. Add it to the list./_

 _*You got it, Fifth Element added. Should it go before Zombieland?*_

 _/Sure, may as well./_

 _*Before Firefly?*_

 _/NOTHING goes before_ _Firefly, Eric you uncultured oaf./_

Caitlin laughed to herself merrily. She was sure if there was a camera feed from her cell, the observers would have pegged her for a lunatic long ago. But she was enjoying herself, creating lists of things she needed to watch or listen to or read once she was out in the real world. If she got out.

She sobered suddenly. _It's been a long time, guys. Do you think Mr. Murdock forgot about me?_

 _/I'm sure it takes time to work through the system. We just have to have faith he will come through for us, Cat./_

 _It's tough, Chris, but I'm trying. I'm also getting a little antsy. It doesn't help that I could break out of here easily if I tried._

 _*Can't do that girlie, showing others what you can really do would jump you up into a whole new threat category.*_

 _/And besides that, it's better not to show all of our cards just yet./_

 _[Sneaky sneaky, keep your cards covered, wait until the last second before the big reveal...]_

Caitlin sighed morosely. _Kyle doesn't seem to be getting any better._

 _/He has his bad days, and his... slightly better days. Give him time./_

 _Have you always been an eternal optimist?_

 _/It's a talent./_

She barked out a quick laugh as she rose to her feet, stretching. _Seems to be about time to exercise again, does that sound right?_

 _*We all share the same internal clock now. Answer being, no clue.*_

 _Smartass. Well, I'm going to exercise._

She flipped her bed up on its end and stripped off her prison shoes and clothes, then reached over her head to grab one leg of the bed with each hand. If she stood on her tiptoes she could just grab hold. Tucking her feet up under her, she began to do rapid pull-ups.

 _/It still disturbs me how you all have no problem with casual nudity./_

 _And I don't get how it's an issue in society. Do people really have so much trouble with impulse control?_

 _/Well, yes, actually./_

Caitlin huffed out an incredulous snort, blowing a damp strand of hair out of her face as her arms pumped up and down. _Humans are weird._

 _*Seriously.*_

 _/Do you truthfully not consider yourself to be human?/_

She let go of the improvised exercise equipment and landed on her feet with her hands on her hips. _Truthfully? I don't know. I was grown in a lab, and before you guys entered into my head and triggered my consciousness, I was nothing, just an empty shell. That Doctor from your memories kept going on about a soul, and how that's what was given to me. So if I don't have a soul of my own, does that not make me something other than human?_

The others were silent for a number of minutes while Caitlin got to the floor and began to perform crunches, the sweat rolling down her body. She was moving at speeds that would be near impossible for most people, in her mind reinforcing her whole point.

 _/You've given this a lot of thought. First I've heard of it from you, however./_

 _Being a kitty cat helps me think sometimes, clears my head._

When she first arrived at the reinforced holding cell she was given a collar that was meant to neutralize metahuman powers. However, after a few days she found herself itching to transform again, so she gave it a try. The collar slipped right off of her small feline neck. She didn't bother putting it back on.

Finishing her workout, she jumped up and pulled the bed back down into place, straightening the thin mattress. _Shower time_ , she joked.

With a twitch of her pert nose Caitlin transformed into a short-haired black cat. She shook her fur out, mewling softly before jumping up on the mattress and giving herself a tongue bath. It was unnecessary, really, as when she transformed back her human-looking body would appear freshly clean and groomed.

But as a cat, she enjoyed the activity.

Her ears pricked forward as a sound reached her, footsteps approaching from down the corridor. She knew there were a few other metahumans interred there, but there was always the chance that she'd finally get an interruption from isolation. With a flick of her tail she transformed back into her teenaged girl form.

The footsteps got closer before pausing outside her door.

 _Guys, I think we have company._

 _/Um, Caitlin, you should-/_

The door rattled as it was unlocked before it swung open, revealing the same pair of male guards she usually saw. This time, however, they both blushed brightly before swinging the door closed again.

 _/-get dressed./_

"Oh, sorry guys!" she called out. "I was exercising, one sec..."

She shrugged her prison uniform back on and slipped her feet into her slippers, standing back away from the door in as non-threatening a manner as possible. "Okay, all decent!"

The guards entered back into the cell. The older of the two was giving her a stern look, while the younger was trying unsuccessfully to conceal his grin.

"Sorry again," she said meekly.

"Alright, Caitlin, let's go, you have another visitor," the first guard huffed as he lead the way into the corridor.

She cheerfully skipped out, glad to get out of the stuffy cell for whatever the reason. "Is it Mr. Murdock again?"

"Nope, it's a gal this time," the second guard piped up.

"Huh," she mused. "Say, I don't suppose you guys are ever going to tell me your names?"

"Sorry kid, regulations," the one in front replied over his shoulder.

"Fine," she grumbled.

 _*Why do you care what their names are?*_

 _They're nice and only doing their jobs, but they're decent about it. I just want to thank them by name._

 _/That's... actually a considerate thought./_

 _I do get those sometimes on my own. Some morals are missing but I do seem to have manners._

 _*Coulda fooled me, girlie.*_

 _Oh hush, you big bear._

 _/By the way, they haven't noticed your collar is missing./_

 _Oops, I meant to put it back on before they saw me, completely forgot. Oh well._

Before long she arrived at the same reinforced interview room that she'd met Matt Murdock at a week ago. This time, however, there was a stunning redheaded woman sitting behind the table, smiling at her as she entered. She was wearing a dark blue pants suit with a cream-colored blouse underneath and had a cup of coffee on the table in front of her.

 _Wow, she's really pretty._

 _/Oh really?/_

 _Shut up. I'm simply making an observation._

"Miss Brown, please have a seat. My name is Dr Jean Grey. I'm here to evaluate you."

Caitlin sat down nervously. "Evaluate me? And, um, Doctor of what exactly?"

The elegantly-dressed woman shook her head with a smile. "My education isn't important. I'm here at the request of a number of concerned individuals who are working on your release. They want to demonstrate that you are not a threat to the general public."

"Oh. I see." _This could be bad, this could be really bad, what if they decide I'm just crazy with voices in my head and lock me away?_

 _*Well, I gotta admit, you do have voices in your head.*_

 _NOT HELPING HERE_ _ERIC!_

Jean noticed her distress and leaned forward slightly. "This isn't anything clinical, and I'm not going to do anything invasive. I'd just like to get a read on you, as it were. Is that alright with you?"

"I... suppose so..." Caitlin replied hesitantly. "First, though, can you tell me about my case? I haven't heard back from Mr. Murdock."

"Of course, dear," Jean replied, settling back in her chair again and crossing her legs under the table. "Matt is actually the one who contacted me, through... well, the chain of communication doesn't really matter much. Suffice to say he's been working very hard on your behalf. This morning he managed to get the murder charges dropped, especially with the confessions of the surviving gang members as to their intentions, but he's still working on the plea bargaining in order to keep this outside of a court."

"He doesn't want me to go to court?" the girl asked, confused.

"Well, ever since the invasion of New York, tensions have been a bit... high in regards to super-powered beings. Many are divided on the issue and it continues to get even murkier when mutants are thrown into the equation."

"I'm sorry, mutants? What does that have to do with me?"

"So far as I know of your circumstances, nothing directly, but it's the public opinion we're fighting here. Hence, the attempt to keep this whole affair out of the public eye." Jean smiled gently. "Matt thinks he can have this wrapped up shortly as most of the hard work is done. However, he feels if he had my evaluation in hand it would help your case immensely."

 _If I don't screw it up._

 _*What's the worst that could happen? You end up in jail, maybe?*_

 _You're still not helping, Eric._

"Alright then," Caitlin said determinedly, sitting up straight. "What would you like me to do?"

Jean reached forward and extended her manicured fingers. "Just hold my hand, please."

The brunette girl nervously wiped her hand on her orange pants before placing it in Jean's. As soon as she touched the other woman, she could feel her brushing up against her mind.

 _Wait, what's going on? Is she-_

Her thoughts were cut off by Kyle's furious intervention. _[GET OUT!]_ he screamed.

Jean jerked her hand back, startled, and stared at the girl with wide eyes.

"Yeah, sorry about that," Caitlin winced apologetically. "That was Kyle, he's a little... disturbed. Maybe I should just tell you what's inside my head first?"

"Perhaps you should," the woman murmured as she settled back into her chair again.

A short time later, Jean was tracing random patterns on the table in front of her, frowning slightly. "This does change a few things," she said slowly. "I don't think I can help you right now, at least not in this environment." She lifted her head and looked at Caitlin again with her intense brown eyes. "I'd like to meet with you again at some point, however, once you are released."

"Are you a psychic or something?" Caitlin asked hesitantly. "I'm sorry, I don't want to insult you or anything..."

"No, it's fine, Caitlin. I'm a mutant, actually. But yes, I have some strong psychic powers, telekinesis and telepathy to be exact." With a grin Jean glanced over at the coffee cup. It rose on its own accord to float into her hand and she took a sip from it. "As I said, I think I could help you somewhat to cope with your situation, but not here."

"So... what are you going to tell Mr. Murdock?"

The redheaded woman sighed and put her cup back down. "Well, that's the question, isn't it. I think, for now, I'll just tell him I wasn't able to get a firm reading on you." She smiled briefly. "However, I will let him know that after having talked with you I can assure him, under oath if needed, that you are not a public threat. We'll call it a gut feeling."

"Will they accept a 'gut feeling'?" Caitlin asked skeptically.

"There's a good chance they will, dear. I'm an expert witness, after all."

Ten minutes later saw Caitlin sitting on her bed, once again alone with her thoughts. Well, her thoughts and those of her resident personalities.

 _Okay, Kate Beckinsale or Jessica Biel?_

 _/No contest. Kate is the hottest female action lead by far. Underworld? Instant classic. They made several in the series, but the first was the best, I think./_

Caitlin grinned to herself and enjoyed the reminiscent playback of more movie clips. _Yeah, definitely add that one to the list._

 _*Added. Before Firefly?*_

 _/You're doing that just to piss me off, aren't you?/_

 _*I'm the Keeper of the List. I have to check these things.*_ Eric had a distinct air of loftiness to his voice, even though it was laced with humor.

Chris snorted softly inside Caitlin's consciousness. _/Ass./_

The next morning Caitlin was once again escorted to the interview room. This time both Murdock and another woman were sitting in chairs across the table. The lawyer had a smile on his face, while the brunette woman looked twitchy, as if she had something else she'd rather be doing than sitting there.

"Miss Brown, hello again. I have good news for you today, please sit," Murdock greeted her.

Caitlin did so while eyeing the other woman uncertainly. She wore a dark blue jacket over an off-white tee shirt and blue jeans and seemed to have simple athletic shoes on.

"This is Jessica Jones," the blind lawyer explained, gesturing to his side. "We'll get to her role in a bit. First off, though, I've gotten a plea bargain arranged that will let you out of here."

"When?" Caitlin whispered hopefully.

"Now, if you sign the papers I brought with me..."

"I'll sign!" she exclaimed.

 _/Wait, Cat, you should read them first.../_

"Let me go over the deal first, please," Murdock chuckled. "You will be released today in the custody of Miss Jones here, who will be escorting you out of state to attend a camp."

"Um, a camp?" Caitlin asked curiously.

Murdock nodded. "It's a special one set up for troubled teenagers. Both humans and metahumans from a variety of backgrounds, but they all have one thing in common. They are trying to get through some trauma, some difficulty in their lives. Often their attendance is court-mandated, as yours is, but many are there voluntarily or at the bequest of their parents, those that have them."

"Sounds... fun?" She wasn't all that sure of how going to a camp would help, but to get out of here she'd be willing to give anything a shot.

"They'll go over the rules while you're there, but essentially they will prohibit the use of powers. The team-building exercises and the like are used to help the attendees cope with life and should be circumvented. In addition, they prefer not to advertise the fact that metahumans utilize their camp alongside human teenagers."

"Okay, I think I can manage that," Caitlin said with only a hint of dubiousness. "So is that it, I go to camp for awhile and then I'm cut loose?"

The other woman snorted inelegantly. "Nice try, kid. They never let you off that easy."

"What Miss Jones is trying to say is that after the six week camp you'll be re-evaluated. The main problem stems from the fact that you are underage."

Caitlin blinked her eyes wordlessly. _Well, I didn't see that one coming._

 _/Makes sense though, you don't have any identification so they have to go off of your appearance. And you look like a young teenager./_

 _*Even though you're really only a little over a month old.*_

 _Great. Just... great. Whatever. All I can do is deal with what's in front of us, right?_

"Miss Brown?" Murdock prompted gently.

"Oh, sorry, I was... thinking. Yes, alright, I'll still sign."

 _/Where will you end up after camp?/_

"Sorry again, one more thing. Where would I go after the camp is done?" Caitlin added belatedly.

"That will depend on the re-evaluation," Murdock replied. "As it stands right now, I will be consulted on your behalf and continue to represent you."

"Oh. Okay." Caitlin blinked again. "Um, I just thought of something else. Who is paying your bill? I don't have any money."

Jessica snorted again, while Murdock smiled humorously. "I'm now owed a few favors. It works out to be beneficial enough to me."

"Take my word for it, kid, you don't want to get in hock with Matt here," Jessica snarked.

Caitlin grinned as something occurred to her. "That's why you're here, right? You owe him a favor?"

"Several," the woman replied dryly. "But at least he sometimes pays me."

"Miss Jones here is a private investigator," Murdock interjected. "She is aptly qualified to take custody of you, in more ways than one."

"I... see," Caitlin said blankly, not really seeing at all.

 _/I think he means she's got powers as well./_

 _Oh! Well that makes sense then._

It took a total of an hour for Caitlin to sign the papers and get processed through the system. She was pleased to see that, in the pile of her meager belongings (which really only consisted of the stolen sundress), there was an envelope with almost fifty dollars in it. The handwriting on front simply said, "Good luck."

"They do something this nice, and I still can't thank them by name," she grumbled, clutching the envelope in her hand after changing into the faded yellow sundress.

"Sorry miss, regulations," the discharging officer said. "But I'll be sure to pass along your gratitude."

"Please do, sir," she said politely and with a wide smile.

With that she walked out into the sunshine. She stopped briefly, tilting her head back with her eyes closed and felt the warmth on her face.

 _Funny how you don't miss a thing until you don't have it anymore._

 _/Wiser words never spoken, young grasshopper./_

She frowned slightly. _I'm a cat, not a grasshopper._

 _/It's... nevermind. Takes too long to explain the reference, and your escort is getting impatient./_

Sure enough, Jessica Jones was standing nearby tapping her foot and fingering an unlit cigarette. She had sunglasses on now but was eyeing a nearby No Smoking sign irritably.

"I'm sorry Miss Jones, I just..." She smiled hesitantly, anxious not to get off on the wrong foot with the woman. "It's been awhile."

The woman's face softened. "It's okay kid, I get it." She looked down with her eyebrows raised. "No shoes?"

Caitlin shook her head as she started walking again. "No, my feet are fine. Um, can you call me Caitlin, or just Cat?"

"Sure, Cat," she grinned back as they moved towards a silver rental car. "Call me Jess."

Their road trip was fairly long, from New York City to the Appalachian Mountains, specifically in the state of West Virginia, where the camp was located. They kept the windows down so that the older woman could smoke while driving, letting it out instead of circulate inside. The smell still made Caitlin's sensitive nose twitch, but she quickly learned to ignore it. Jessica made a stop first at a department store outside of the metropolitan area. She got Caitlin a pair of running shoes and sandals as well as a few other items of clothing, such as tee shirts and shorts, as well as a couple of sundresses. The girl really enjoyed wearing the dresses, both because they were comfortable and also allowed her to easily shift.

"So, you just think about it, and _bam_ , you're a kitty?" Jessica asked skeptically while walking back to the car.

"Pretty much," Caitlin agreed as she carried her bags. "It's how I usually sleep at night."

"And the clothes don't change," Jessica continued. "Is that why you didn't want any underwear?"

"Well, that and I just don't see the need for them," she sighed. "Honestly, clothes can be so restrictive. I do like sundresses, though, thank you again for them."

"You're welcome, Cat. Matt gave me a card with some discretionary funding on it for gas and food, I figure clothing should count," the woman grinned. Once the clothes were secured in the back seat they set out once again. Caitlin was wearing her new sandals and a pale green dress.

"It's a nice little number, there," Jessica commented, glancing at her sideways. "Bet you'll attract all sort of boys at the camp."

"Um, okay," Caitlin replied uncertainly. _Why would I attract them?_

 _/Oh dear God I am not have the 'bird and the bees' talk with you.../_

 _What? Birds and bees? What are you talking about?_

 _/Okay, do this for me, say this exact phrase to your new friend.../_

Caitlin furrowed her brow after a few seconds and turned towards her driver. "So, Jess, I don't really understand boys. Can you explain them to me?"

Jessica practically spit out her coffee that she was drinking. "What?" she barked. "You mean, you don't... No. No fucking way am I doing that, I am not having... No."

"Please?" Caitlin whispered, suddenly concerned. There seemed to be a very large secret she was not privy to, and there was the possibility it could affect her ability to blend in with the other teenagers.

The other woman grumbled to herself and jammed the disposable coffee cup back into the holder in the center console. "I can't believe... This is not what I signed up for!" She huffed out another irritated breath as Caitlin held her breath anxiously. "Okay. Fine. Okay. So, it's like this..."

Another twenty minutes later and Caitlin was staring at Jessica with her mouth hanging open. "You are shitting me," she finally said flatly.

"No shitting, my hand to God," the woman chuckled, finally allowing for the humor in the situation. "So you've never had this conversation before?"

"No! I just... Ew!" The girl sat back with her arms crossed, scowling. "Chris is such an ass," she muttered.

"Who's Chris?"

Caitlin froze, her eyes wide. _Oh crap, I got so comfortable around her... I haven't told her yet, right?_

 _/Not yet, but I have the feeling you're about to. And I'm sorry, by the way. It's easier coming from another girl, if that helps./_

 _Not really. You're still an ass. Just... ew._

 _/When you're done telling her about your background, ask her about girls./_

Caitlin blinked her eyes. _Okay, now you have me intrigued._

 _/Later. She's waiting./_

 _Oh! Right!_

She took a deep breath and let Jessica know about her laboratory origins, starting with Chris and ending up with her escape. Since Jessica already knew about the transformations, at least for a common housecat, she alluded to it, but didn't expound on any further abilities within that arena.

It was Jessica's turn to look stunned as she continued to drive along the road. Finally she signalled and pulled over onto the shoulder of the interstate. She put the car into park and turned to Caitlin, lowering her sunglasses.

"You're shitting me."

Caitlin grinned back. "No shitting, ma'am."

"Huh." Jessica pushed the glasses back up on her face and put the car into drive again, carefully merging back into traffic. "Well, that explains why... Wait a second, so Chris knew all that stuff but made me tell you?"

"Yep. He said it was easier coming from another woman."

Jessica laughed. "Well, you're right, he's an ass."

 _Toldya._

 _/Whatever. Now go ahead and ask./_

"Oh! He did tell me to ask you about, um, other women. I guess... having sex with them?"

Jessica barked out another laugh. "Okay, fine, why not. In for a penny... It's pretty similar, not that I've ever experienced it..."

Caitlin had a thoughtful look on her face after Jessica finished. "Well. That doesn't sound so bad," she mused. "I guess I'll stick to women then."

"Just like that?" the brunette woman asked, her eyebrow quirked.

"Sure, why not?"

"Why not indeed..." Her eyes moved between the GPS unit on the dash and the road. "Looks like we're still a couple hours out and it's dinner time. Want to find a place to eat?"

"I suppose," the girl shrugged in reply. "I don't really eat much."

"Well, what sort of food do you like?"

"Um," Caitlin hesitated. "I don't know, really. All I've ever had was prison food."

"What?" Jessica exclaimed incredulously. "What about... weren't you on the run before that?"

"Well, sure, but I didn't bother eating. I drank water but I didn't really need food to sustain me. By the time they captured me I was running pretty low on energy, I think I should have eaten something by that point... But everything they fed me was okay, I suppose. Mostly this weird stuff that Chris called oatmeal, and bread. Oh, and there was this nice jiggly stuff he called pudding, and-"

"Fucking hell, just stop already," Jessica moaned. "Okay, it's time for your education in food. We're going to start you on the wonderful world of breakfast first."

Caitlin looked at the darkening sky skeptically. "But it's not breakfast time."

"Breakfast food can be eaten anytime," she replied loftily as she took the next exit. "Here we go, perfect little diner."

The long silver building was oblong in shape, stretching across the lot it was situated on. The sign above simply said 'Silver Diner'.

 _What, no comments from any of you?_

 _/Hey, I'm fine with it. Not like I need the food either./_

 _*And I'm sure it beats the protein shakes they made me drink. That's all I know, really, but some of them were really nasty.*_

 _[They were disgusting.]_

Caitlin shook her head, startled at the curious clarity of Kyle's response. _Well, okay then. Let's try breakfast._

The two women sat in a booth and Jessica proceeded to order a variety of items. Caitlin's eyes grew wide at the list of things she picked from the menu.

"Jess, I can't eat all of that," she hissed under her breath as the waitress moved away.

"No worries, Cat, I'll eat what you don't," the woman replied cheerfully.

First up were a few variety of beverages. Caitlin quickly ascertained she did not like coffee in the slightest, which was fine with Jessica as she took the whole cup for herself. Tea was acceptable, both of the hot and iced varieties, and she enjoyed both the apple and orange juices.

"It's a little, what's the word..." Caitlin pondered.

 _/Tangy?/_

"Tangy! Sure, we'll go with that."

Jessica looked at her bemusedly. "So you just have conversations with them all the time?" she asked in a quiet voice.

Caitlin nodded as she downed the rest of the orange juice. "Made the time in prison easier," she replied. "And Chris helps a lot. I know I called him an ass, but... Really, I wouldn't have been able to survive without his help and advice. The others, too, have different knowledge than I do. I wasn't given any weaponry information, but Kyle did, so I can access that now."

"Hmm," Jessica hummed thoughtfully, tapping her fingers against the surface. Before long the table was piled with plates, much to Caitlin's chagrin. She reminded herself that Jessica would finish what she didn't so she perused what was in front of her with a critical eye.

"Isn't this just bread?" she asked, pointing to a small plate.

"Toast, very different, especially with something on it. Here, try the grape jelly."

Caitlin soon discovered that jelly toast was indeed quite different as well as pleasurable to her taste buds. Eggs were not as acceptable, as she found the texture to be odd. Sausage was far too spicy for her palate, ham a tad too salty, at least out here in the country, but bacon...

"Holy shit, this is wonderful!" she gushed enthusiastically as she munched on her third piece. "And this comes from a pig, just like the ham?"

Jessica nodded, grinning as she polished off the plate of eggs. "Sure does. There are those who consider it to be the pinnacle of food."

"I'm with them on that!" Caitlin exclaimed reverently. She glanced up as the woman across from her tensed. The door chime rang and she heard footsteps enter behind her before a man's shouted voice rang out.

"Alright y'all, nobody make a fuss none and nobody gets hurt! Empty the register, an' y'all get yer wallets out right quick-like, ya hear?"

Caitlin blinked and looked over her shoulder. Two masked men in jeans and white tee shirts were waving around handguns menacingly, if somewhat amateurishly to her eye.

"What are they doing?" she asked curiously.

"Robbing the place," Jessica said tightly, inching towards the edge of her seat. "Just stay still, and-"

"You there!" one man barked, striding over towards the P.I. "Where d'ya think yer goin'? I said get yer wallets out! D'ya want me to scatter yer pretty lil' friend's brains all over the place?"

He pressed the barrel of the gun to Caitlin's head. She gave a tight grin.

 _/I don't know if this is such a good idea.../_

 _He interrupted the eating of_ _bacon._

 _*She's got a point, bro. She was really enjoying that bacon.*_

Chris sighed. _/Okay, fine, have at it./_

With a quick motion Caitlin grabbed the forearm holding the gun and twisted it, pointing the firearm down at the table before squeezing hard. She could hear the sound of the bones shattering as the man screamed, dropping the gun from nerveless fingers.

Her other hand snaked around, grabbing him by the front of his belt, and she threw him right through the window next to their table and into the parking lot.

Jessica stared at her in shock. "Cat-"

"Be right back!" she replied cheerfully. She gathered her feet under her and pushed back, flipping over the seat and landing in a crouch. A quick glance showed her the other man, standing by the door and just now realizing that something very wrong had happened to his partner. With a feral grin Caitlin leaped forward, kicking off of the counter to plant her other foot on his chest, pushing him onto his back and knocking the breath out of him.

Landing on top of the would-be robber she reached down and squeezed his forearm as well, breaking bones and causing him to drop the gun he'd been holding. She hopped off of him, grabbing him by the waist and tossing the wailing man through the door and into the parking lot alongside his unconscious friend.

She stood up nonchalantly, brushing off her hands and smoothing out her new sundress over her slim hips, pleased to note she hadn't torn anything. Picking up the gun, she returned to her table, paying no attention to the incredulous stares of the other patrons. She absentmindedly began to disassemble both pistols on the table as she finished another piece of bacon.

Jessica blinked her eyes, mouth agape and a little stunned.

The police arrived a short while later and Jessica had to do some fast talking to keep Caitlin out of more trouble. The officers were initially suspicious of the obvious metahuman who had just been released from prison, but the eyewitness accounts were clearly in her favor.

"Now, listen here, lil' miss," one of the deputies drawled as Caitlin licked the bacon grease off of her fingers. "We don't need ya goin' all vigilante on us, y'hear? This's the police's job, keepin' the order and such, not civilians."

Caitlin gave him a sweet and innocent smile. "Well then, officer, where were you?"

Jessica covered her mouth with her hand to conceal the smile, while the deputy just sputtered indignantly.

 _/Please don't push your luck, Cat. Do you want to end up back in jail?/_

 _He's being a condescending prick._

 _/He is, yes, but he's an officer of the law./_

 _Doesn't give him the right._

 _/Actually, yes it does./_

 _Really?_

 _/Afraid so./_

Caitlin frowned at the table as Jessica did some more fast-talking with reassurances that they would be on their way just as soon as they were released and would remain out of their jurisdiction. _Okay, I changed my mind. Humans aren't just weird, they're ridiculous._

 _*No arguments from me.*_

 _/Guys... No, you know what? Yeah, okay. A lot of us are. But don't paint all humans with the same brush. Matt Murdock and Jessica Jones are good people, right? And Jean Grey?/_

 _Okay, fine, but they seem to be the exception more than the rule so far._

Before too long they were on their way again. Night had fallen, and Jessica was relying on the GPS to get them towards their destination.

Caitlin was clutching a bag in her lap happily. The grateful owner of the diner had given her an entire paper bag filled with all of the bacon she'd had on the grill at the time. She was in bacon nirvana, and munched ecstatically on yet another piece.

"You know, those are going to go straight to your hips," Jessica warned humorously.

Caitlin looked down, perplexed. "I don't really have much in the way of hips," she replied slowly.

"Oh shut up," the woman laughed back. "You'd likely just burn it off right away. Fuckin' teenaged metabolism," she snorted. Jessica glanced over at her passenger. "So... you just kind of jumped into that back there, didn't you?"

The girl shrugged her shoulders, unconcerned. "They weren't a threat."

"Could have gotten innocents killed, though."

"Not really. I had control of the situation."

"I see," Jessica murmured. "What did Chris say about it?"

"He didn't think it was a good idea, but he ended up going along with it." Caitlin looked over with a smile. "I can fight really well on my own, but with his experience, I really can kick ass."

"There are times to fight, and then times not to," Jessica said gently. "I try not to go looking for fights, but they sometimes find me. You need to listen to Chris sometimes, on whether it's a good idea to get into that fight in the first place."

Caitlin chewed thoughtfully on another piece of bacon before sealing the bag up and licking her fingers.

"Jess?"

"Yeah, Cat?"

"Were you a superhero once?"

Jessica blinked her eyes, staring at the road in front of her. "Yeah," she replied softly. "Once. Long time ago."

Caitlin opened her mouth to ask further, but Chris quickly intervened.

 _/She doesn't want to talk about it, just drop it Cat./_

 _Why doesn't she?_

 _/Likely because it's painful. Do you want to discuss with her the two boys you killed?/_

Caitlin closed her eyes, thinking back to the two bodies she'd sliced through effortlessly, blood spewing everywhere, bright trails of it arcing across her clothes...

 _No. No I don't. I think I understand. And... I'm sorry, Chris. I'll try to listen to you more._

 _/And I'll try to give you the best advice I can./_

The two women stared out into the night for the rest of the drive, each lost to their own thoughts and the sounds of bacon-munching.

Jessica dropped her off at the entrance to Camp Shawnee. Even as late as it was, they had people manning the front office there and were expecting her arrival. Before entering the small cabin, Caitlin turned towards Jessica and smiled.

"Thank you, Jess. For the ride, and the food, and the clothes... and the company." She glanced at her sandaled feet shyly. "I really appreciate it. I'm still new to this whole, um, appreciation thing, so I hope I'm doing this right..."

Jessica stepped forward and enveloped the smaller girl in a tight hug. Caitlin was startled, but hesitantly returned the hug.

 _This is... nice. I like hugging._

Chris chuckled lightly. _/This is how people often express gratitude and warm feelings. The kind of person she is, I think this is rare for her, so you must have done something right./_

 _Huh. Well, it's nice._

She leaned back, smiling, as Jessica let her go. The woman gave her a small smile in return. "You take care of yourself, Cat. Look me up if you ever make it back to the City."

"I will, Jess. Bye."

Caitlin proceded into the cabin to be processed into the camp. She was given much the same lecture as Matt Murdock had given her regarding powers, that they were not to be used to circumvent activities, were absolutely under no circumstances to be used on any camper or staff member, and should be kept to themselves if at all possible as they didn't want the humans to know about the existence of the metahumans there. The staff member who was filling out her paperwork did concede, however, that it was a badly-kept secret and most of the camp already knew, they just needed to ensure no proof was ever brought to light.

As the staff member walked her towards the cabins where she would be staying, Caitlin marveled at the quiet of the Appalachian camp. "Is it always this silent?" she whispered.

The man chuckled. "No, it's usually pretty boisterous around here, especially around meals. It's just now time for lights-out and we maintain quiet hours from now until six in the morning. This is your cabin, here." He opened the door and ushered her inside.

"We're unusual in that we have individual rooms," he whispered as they made their way down the hall. "But it works better for our, er, mixed attendees. Fewer mishaps. This is a girls-only cabin, shared bathrooms and showers. And this is your room, here."

He stopped in front of a door that had 'Caitlin Brown' stenciled onto a cardboard plaque. He opened the door to show her the room. It was larger than her prison cell and had what looked to be a much softer bed, already made with crisp white sheets, as well as a small dresser, a plain desk, and a cushioned desk chair..

"Here's your key," he said, dropping it into her palm along with a lanyard. "Staff reserve the right to inspect rooms and check for contraband."

"What sort of contraband?" she asked curiously.

"It's in the rule book there on your desk, essentially any tobacco or drugs or weapons, as well as electronics."

"Oh, well I don't have anything like that," Caitlin replied, dropping her bags onto the floor at the foot of her bed.

"Right. Well, across the hall there is Lisa Lee. She's from San Francisco, and she's your buddy."

"My... buddy?"

The staff member grinned. "Also in the rule book," he replied quietly. "Every camper is paired up with someone. You're responsible for her behavior as much as she is responsible for yours. You will get paired up for activities as well. Learn to get along with her, okay?" He stepped back into the hallway. "Alright then, get settled down, wakeup is early."

"Thanks!" Caitlin whispered before closing the door. She turned around and looked around her new home for the next six weeks. _Could be worse._

 _/We'll see once the actual camp starts, but yeah this isn't too bad./_

 _*Plus, group showers.*_

 _/Eric, shut it./_

Caitlin blushed. While she didn't have any inhibitions about her own nudity, now that she knew more about... certain recreational activities, she was curious about other women and how they might be different. And for some reason, thinking of it made her belly feel warm.

She shook her head wearily. It'd been a long day, she'd unpack tomorrow morning. Right now she just wanted to transform and get a good night's sleep.

As she went to lock the door, however, there was a soft tapping against it.

She gently eased the door open a crack to see a dark brown eye peering in. "Hi, I'm Lisa, your buddy! Can I come in?"

Caitlin nodded wordlessly, opened the door wide enough for her to slip through, and then closed it again quietly. Lisa went to sit on her bed, giving her a chance to look her over.

She seemed to be around her physical age, about sixteen or seventeen, with a similar physique, though perhaps a few inches taller, about five foot four or so in Caitlin's estimation. Her long, straight black hair came down to her waist and was dyed purple at the last few inches, and her eyes were slightly slanted, betraying a mixed Asian heritage. She wore a simple set of bright blue pajamas.

She looked up at Caitlin and gave her a sunny smile. "So, where are you from?"

"Oh," Caitlin exclaimed softly. "Yeah, I'm from, um, New York, I suppose. And, um, I'm Caitlin."

 _*Smooth, girlie, real smooth.*_

 _Eric?_

 _*Yeah?*_

 _Shut. Up._

"You don't sound like you're from New York," Lisa replied skeptically.

"Upstate," she said glibly as she folded her legs under her and sat at the other end of the bed. "They told me you were from San Francisco. So, how long have you been here?"

"Almost a week now," the other girl replied, smiling. "It's really neat, they've been a big help for me already. I was sad that Erin had to leave. Oh, she was my previous buddy, but her six weeks were up. I hope she's doing okay now. She thought she'd be able to get along better with her foster parents now. You ever been to the West coast? This is my first time on the East coast, it sure gets hot here during the summer doesn't it?"

Caitlin blinked her eyes as Lisa finally paused to take a breath. "You like to talk a lot, don't you?"

"Oh, yeah I do, they all call me a chatterbox, don't mind me. My therapist says I do it to fill up uncomfortable silence, but really there's just so many very interesting things to think about and do and see, and I just like talking about them. He also said I need to work on my filter, between my mouth and my brain. Actually, he said mine was missing. But I'm working on it. Erin didn't mind, she just let me do all the talking, she was always pretty quiet anyways. You seem quiet too."

The brunette girl laughed softly. "Yeah, I can be quiet, but I don't mind you talking. Wait," she said suddenly, holding her hand up as she heard approaching footsteps.

"What, do you hear something?" Lisa whispered. "They sometimes do inspections, or patrols through the halls to make sure everyone's in bed, but they just did one a little while ago, though maybe that was you coming in, I thought I heard voices before-"

Grinning, Caitlin leaned forward and placed her upraised hand over Lisa's mouth, stilling her words. The sound of footsteps approached and then moved off towards the other end of the hall.

As she moved her hand back, Caitlin whispered, "Maybe you should get back to bed so you don't get in trouble."

"Yeah, I should, you're right, but wow how did you hear them before? You must have really good hearing, mine isn't so great, granted my therapist says it's really just fine it's just that I'm always talking so that makes it difficult to hear-"

"Lisa," the brunette interrupted gently. "Bed."

"Right! Bed!" Lisa jumped up but before she left gave Caitlin a quick hug. "I can tell we're going to get along just fine, Caitlin. I'll see you tomorrow, okay?"

"Okay," she answered as she ushered Lisa out, closing and locking the door behind her. She slipped her sandals off and shrugged off her sundress. _Well, she seems sweet._

 _/Bit of a chatterbox, true enough. But yeah, could be worse./_

 _*Plus, she's pretty cute.*_

 _Eric-_

 _*I know, I know, shutting up now. 'Night kiddo.*_

Caitlin smiled and let out a sigh. _'Night guys._ She quickly shifted into her cat form and without further ado, leapt up onto the bed and curled into a content, furry little ball, purring softly.

As she drifted off to sleep, her thoughts were filled with both how nice Lisa's hug had been and just how soft her lips felt against her hand.

* * *

 **A/N:** Okay a few things here. Yes, I'm introducing mutants into the MCU even though Marvel can't really do so themselves due to licensing rights. That's because the whole thing is asinine. The rights either need to go back to Marvel or they need to collaborate with Fox and share. I want Deadpool and Spidey to team up with the Avengers! Wolverine and Cap! C'mon people, look to your hearts, you know you want this too! Hmm, I should do a Deadpool cameo in my story... I don't know if I could ever do him justice though...

I did realize just now that according to the "official" MCU timeline, the Daredevil series is supposed to actually happen alongside Season 2 of Agents of S.H.I.E.L.D. and after Winter Soldier. That's unfortunately well after when I'm currently staging things. Sooo... we'll just take a wee dab of artistic license, mkay?

And who else is excited for the _Alias_ Netflix show this fall? Squee!

Lisa's character just came to me as I was writing, and suddenly I have a very colorful personality to work with. Funny how that happens sometimes.

Finally, I swear I don't mean for these chapter to be so big. They start off small enough and then they just get away from me. Sigh.


	3. Chapter 3

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Camp Shawnee. Appalachian Mountains, West Virginia.

Caitlin Brown was in Hell. She wasn't one for drama usually, but this current endeavour was pure, unadulterated Hell.

"I just don't get it!" she complained despairingly. "Anything physical, I can handle just fine. Swimming, hiking, obstacle courses-"

"Yeah, you set a new camp record for that one!" Lisa interjected cheerfully from her seat next to her.

"-but this? This is impossible!" She held up in her hands what was supposed to be a crocheted sock. It instead resembled a lumpy cloth potato.

The other girls around the table snickered quietly. "What pisses me off is that the boys don't have to do this," a redheaded girl named Jolene complained from across the narrow table.

"I know, right?" replied Julie, a tall blonde sitting on the other side of Caitlin. "What do they get to do while we suffer through this shit?"

"Workshop," came the disgruntled chorus from around the table.

"Solidarity, sistahs!" cheered a petite but fiery dark-skinned woman who went by the name Jezebel, though her door read 'Beatrice'.

Caitlin snickered, her mood improved somewhat. _So is this what being a normal teenaged girl is like, hanging out with other girls?_

 _/Wish I could tell you, Cat. I... don't really know for sure, I never saw my girls grow into teens./_

 _Oh, Chris, I'm sorry, I didn't mean..._ She sobered immediately, considering the fact that Chris still didn't know the fate of his family. He'd disappeared out of their lives over five years ago and she'd had no chance to check up on them. _We'll find out about them as soon as we can, alright? Maybe when our time here is finished?_

 _/It's okay. Whenever we can./_

She exhaled with a huff of irritation at herself. She'd allowed herself to get so caught up in acting, well, normal here at the camp over the past two weeks that she'd forgotten what she was. A vessel for other personalities who had needs as well. As she fumbled with her overly large and clumsy needles, her eyebrows furrowed in concentration. _When was the last time we heard from Kyle?_

 _*It's been a few days, actually. I don't think we should worry yet.*_

 _If you say so, Eric..._

"Hey, are you okay Cat?" Lisa asked worriedly. She brushed her dark hair over her shoulder as she leaned in, the purple tips flashing in the sunlight. "You're not really letting this get to you, are you?"

"No, it's alright Lisa," Caitlin reassured her. She was touched, really, by the girl's concern. Her buddy took her duties very seriously and was always attentive to her feelings and moods, which were often difficult to explain when they were sometimes influenced by internal conversations with people Lisa couldn't hear.

"Oh, good," the Asian girl replied brightly. "You know, I hear they were thinking about doing away with this whole silly crocheting thing anyways, maybe we should try complaining again to the staff, not that they really listen to us anyways, I mean why should they, right?"

"Oh, for fuck's sake, will you _puh-leaze_ shut up Chatterbox!" exclaimed a girl with curly blond hair and an obnoxiously nasal voice.

Caitlin frowned. "Leave her alone, Betty."

"Oh, and what are you gonna do, huh?" Betty threw her needles down and stood up with her fists on her hips. "Are ya gonna fight me? You gonna defend your little girlfriend?"

The brunette girl growled softly at the back of her throat, fed up with the snotty blonde's constant needling and complaining. She began to rise up from the bench when Lisa grabbed her arm.

"No, please don't, Cat," her friend whispered frantically. "It's not worth it, don't get into a fight..."

 _/Listen to her, Cat, you don't need to get in trouble here, remember we're trying to get through these six weeks without incidents.../_

 _I'm going to have an_ _incident all over her face. Repeatedly, if she doesn't shut her big fat mouth._

She was saved from further assaults upon her self-control by the ringing of the camp bell, signalling the end of the afternoon's activities. Betty shot her a smug look and flung her long hair over her shoulders, prancing out at the head of three other carbon copies.

"God, will that bitch never shut up?" Julie muttered as she cleaned up her area.

"I don't think there's a force known to mankind that could make that whore shut her pie-hole," Jolene snickered.

 _Whore?_

 _/Um. Someone who engages in a lot of sexual activity. Usually a girl. It's decidedly uncomplimentary, but not often literal./_

 _Humans are so weird._

 _*Preach it, sistah.*_

 _Really, Eric?_

 _*Just getting with the swing of things.*_

Caitlin and Lisa were joined by Julie, Jolene, and Jezebel as they made their way back to the cabin. The brunette often snickered to herself at the J's who looked so dissimilar and yet were tighter than actual sisters. They met up with the fourth J at the edge of the pavilion they were leaving. Jenny was a slight, willowy girl with long light brown hair and thick glasses. She was usually quiet as a mouse and followed the others meekly, though the group often tried to coax her out of her shell to little avail.

"Anyone want to play cards in my room?" Jezebel asked breezily.

Julie shook her head. "Not in the mood, no, but I'll sit and watch."

The six girls headed towards the dark-skinned girl's room but were blocked from entering the cabin by their stuck-up blonde nemesis and her coterie, this time joined by their boyfriends. All four of the male campers were big, brawny and clueless. Apparently 'dumb jock' was a job requirement.

"Not so fast there, skanks. Where do you think you're all going?" Betty sneered, obviously pushing for a confrontation.

Caitlin looked around. There were no staff members in sight as it was free time, most of them would congregate in their cabin to socialize or discuss the day's next activity. _Perfect._

 _/Caitlin.../_

 _No, I'm tired of this shit Chris. I'm taking care of it._

Chris gave a sigh. _/You're right, I suppose, she's going to keep pushing. Just... no serious injuries, please./_

Smirking, the lithe brunette moved around her milling friends and stood in front of Betty. The blonde's superior grin faltered as she realized that the shorter girl was far from cowed. In fact her pale green eyes were glittering dangerously.

"You need to move. Now," Caitlin growled.

"Teddy, this bitch is in my face. Remove her," Betty said airily, her nose stuck in the air.

Her well-muscled boyfriend grinned under the heavy slope of his forehead and reached out to clamp his massive paw over Caitlin's head. She intercepted his hand first and bent the thumb back, painfully, almost to the point of breaking it.

He howled and dropped to his knees to try and relieve the pressure, as the others blocking her path looked at her with bugged-out eyes.

"Now, listen closely, _bitch_ ," Caitlin said in a quiet but deadly voice which carried clearly over Teddy's whimperings. "I'm not going to say this again. You're all going to move, now. You're going to stop harassing us. If you don't it's going to get uglier than your skanky face."

 _*Skanky face, nice touch.*_

 _I've picked a few things up from the other girls._

Betty's mouth opened and closed like a fish out of water until she spun on her heels and snapped her fingers imperiously. The others followed her lead, including Teddy after Caitlin released him.

"Wow, Cat, that was... Wow," Lisa gushed breathlessly.

Caitlin snickered. "She's just a bully, not used to having people stand up to her."

 _/You handled that really well, Cat./_

 _Well, I used your memories, Chris, from those classes you used to teach._

 _/So you did. Still, I'm proud of you./_

 _*Aw, shucks, do you two need a moment?*_

Both Caitlin and Chris pointedly ignored Eric as the girls all entered the cabin. Caitlin decided to beg off of the card game as she wasn't really in the mood anymore and decided to go to her own room instead.

"Hey, Cat, can I talk to you for a sec?" Lisa whispered before she could close her door.

"Sure, Lisa, what's up?" Caitlin asked curiously as she let her friend inside, closing the door behind her.

"I just... what you did back there... it was so..." Lisa stammered, wringing her hands. In a quick motion that took Caitlin completely by surprise, the dark-haired girl lunged forward, wrapping her arms around her neck and sealing her lips over her own.

Caitlin's mind went completely blank. As in, no thoughts and no voices, just... just the kiss and nothing else. She closed her eyes and leaned into it, her head tilted back and wrapping her own arms around Lisa, trying to emulate what she was doing.

 _So this is kissing? It's... kinda nice..._ She moaned slightly, which Lisa took to be encouragement to slip her tongue into her mouth, eliciting another, louder moan. _Okay, now THIS is nice... holy shit this is nice..._

The slightly taller raven-haired girl was molding her body up against Caitlin, pulling her into her own warmth, and she was lost in the sensation, between her lips and tongue and roaming hands... And then she noticed a funny feeling beginning at her abdomen and starting to spread downwards to between her legs. It was a warm and tingly sort of nebulous effect that slowly spread through her body, making her feel lightheaded, and she began to feel slightly damp in between her legs, which shocked her back into reality. _What the hell?_

She broke off from the kiss, her eyes wide and breathing heavily. Lisa was panting as well but with a wide smile on her face. "God, I've wanted to do that for so long, since the first day I saw you really, but I didn't know if you were into girls, or would be into me, and was that okay? It's been a really long time for me, so I don't know-"

Caitlin stood up on her toes and gave her another kiss to cut her words off, gentle and soft. "I think it was... perfect," she murmured when she leaned back down again. "Especially for my first."

Lisa's mouth dropped open. "Shut. Up. That was... I was your first kiss?" Caitlin nodded, smiling. "Soooo..." the Asian girl said softly, running her hands up the brunette's sides. "I don't suppose you've ever done... anything else?"

Caitlin shook her head slightly, still smiling. "I wouldn't mind trying, though."

Her friend sighed and chewed on her bottom lip. "Much as I'd like to hop right into the sack... I haven't either, and I kinda want to take my time with that. You don't mind, do you?" she asked hopefully.

She grinned at the raven-haired girl. "Not at all," she replied softly. "But... we could still do the kissing part, right?"

"Right," Lisa grinned back, pulling Caitlin towards her again but stepping back so that they both fell, giggling, onto her bed before continuing their exploration.

That evening, after Caitlin bade Lisa goodnight and entered her own room again, she plopped onto her bed with a happy sigh.

 _/So. That seemed to go well./_

 _I'm sorry if I embarrassed you guys with all that,_ she thought hesitantly. _It didn't, like, freak you out or anything, did it?_

 _/Actually, it seems to be that when you're extremely emotional like that, we just sort of... slide aside. Maybe it's because you're more absorbed in the feeling and the moment, but it's easier for us to just ignore it and leave you with your privacy./_

 _*Not me. I enjoyed the whole thing.*_

 _Eric..._

 _*Kidding, I'm kidding. We all took sort of a nap. It was nice, actually, unlike when you shift or sleep as yourself when we just blank out, this time we seemed to drift for awhile until your attention was distracted again.*_

 _/That about sounds right. So, you've got a girlfriend now, eh?/_

Caitlin grinned to herself. _I suppose I do. Not sure what I'm doing, but I feel... happy?_

 _/Happy is good, sweetie,/_ Chris said gently. _/Just don't get too involved, too fast, alright?/_

Caitlin rolled her eyes as she peeled her shorts and tee shirt off. _Yes, Dad._

Curled up on her bed as a feline again, she considered whether or not to ever tell Lisa about her powers. _Maybe not yet_ , Caitlin the cat thought sleepily. _But someday._

The next few weeks seemed to fly by. Surprisingly enough, the others in the camp didn't seem to mind in the slightest about their relationship. Chris had warned her that, at least as of five years ago, there were some who reacted negatively to same-sex couples, but that didn't seem to be the case here. The only people who had a problem at all were Betty and her clique, but they were generally just unhappy with Caitlin in general. Word of her stand against the blonde alpha bitch had spread and her status suffered as a result.

Caitlin kept her eyes metaphorically open at all times just as a general rule, but she took particular care in making sure she was able to see Betty anytime she was in visual range. She made it a habit to always keep tabs on what she was up to, a fact that became apparent as she foiled a couple of very juvenile attempts to get back at her or her group of friends.

The end of the fourth week that she was at the camp both Jezebel and Julie returned home as their time was up, splitting up the four J's. The former returned to Chicago with some amount of resignation, claiming she was sure she'd be back within the month, while the latter was looking forward to her reunion with her mother and stepfather in Columbus with only a little bit of trepidation. They both made sure the others had their email addresses to keep in touch with them.

"Lisa," Caitlin began thoughtfully as she stared at the piece of paper in her hand. "What's an email address?"

"Oh, sweetie," Lisa laughed, taking her hand and walking next to her on the way to dinner. "Don't tell me you're a technophobe as well?"

"Um, I'm not sure. What's a technophobe?"

Caitlin had noticed during her time there that most of her friends didn't really talk about the problems that landed them at the camp. A few alluded to them, like how Lisa casually mentioned that her motor-mouth was in reality a result of her being so nervous around girls whereas she was often close-mouthed and shy around boys. She hinted that her own parents were uncomfortable with her sexuality and had hoped that the camp might encourage her otherwise. "Though I don't know how they figured on that when I'm living in a girl's cabin!" she laughed, perhaps a little too loudly. Chris conveyed that it was likely a point of contention for her and not something she should pry into further.

In all the time she'd spent there she never did figure out who the other metahumans were. They were all very careful to keep their identities a secret. For her part, she made sure to only transform behind her locked door and tried very hard not to obviously outperform everyone else in the physical events.

She had no such concerns with crocheting, but all her abilities afforded her no advantage whatsoever. The daily activity was simply a nefarious torture set down on the planet by some sort of evil demon, and there was no telling her differently even after four weeks of practice.

One evening in the middle of her fifth week Caitlin, Lisa, Jolene, and Jenny were gathered in Caitlin's room to socialize before bedtime. The redhead was happily reminiscing about her family that she'd get to see at the end of the week, having missed her sisters and brother tremendously, while she absent-mindedly shuffled a pack of cards.

Eventually the other three girls managed to get the shy Jenny to open up a little about her family. As it turned out she had a fairly normal one, no siblings but stable and loving parents. She wouldn't divulge what had caused her to end up there, but the others decided not to push the recalcitrant girl.

Lisa excused herself to use the restroom while Jolene taught Caitlin how to play double-solitaire. They were at it for some time, with Jenny quietly pointing out helpful moves to the brunette, when there was a sound at the door. Caitlin's head whipped around to spy a folded piece of paper there on the floor and she heard the patter of feet as someone retreated back down the hall.

"What's that?" Jolene asked curiously.

"Not sure," Caitlin mused as she bent down and picked the paper up. She unfolded it, and then her vision narrowed as an intense rage filled her.

"Cat?" the redhead asked, getting up from the bed to stand next to her. "Hey, what's... Oh, no. They didn't..."

Written on the paper in neat cursive were the words, "If you want your skank girlfriend back, come to the boathouse alone."

"That's it," Caitlin growled. "That is fucking it. They went too far this time. I am seriously done with this shit."

 _/Cat, hold up, don't-/_

 _Chris, I'm done with these bitches. Kyle? We've got work to do._

 _[I'm with you, girl. Let's kick some ass.]_

She didn't comment at all on either Kyle's apparent clarity, nor the fact that she'd not heard from him in several weeks. The brunette turned to the other two girls, her pale green eyes flashing angrily in the dim light. "Go to your rooms and lock your doors." Turning, she kicked her shoes off and ran barefoot out the door towards the boathouse by the lake.

It only took her a handful of seconds as she didn't hold back. Her feet hardly made a noise as she flew along the grass before coming to a halt in the shadows by the large boathouse. She listened intently and could tell there were a few new voices, all male, from Betty's usual hangers-on.

 _Covert or direct assault?_

 _[May as well go in the front, we're making a statement, yes? Let's go make one.]_

Caitlin grinned ferally. _Glad you're here with me, Kyle._

 _[Purpose builds clarity. Go.]_

She stalked around the house towards the main set of doors which were sheltered from the view of the rest of the camp. Rearing her foot up towards her chest, she slammed it into the middle, causing both doors to fly back and crash against the walls, creating a satisfyingly loud entrance.

Caitlin walked confidently into the room, her head on a swivel and taking the scene in before her.

Betty and her three clones were clustered around the kneeling and bound form of Lisa. Her girlfriend had a black eye and a bloody gash on her forehead, the sight of which caused her blood to boil further. The raven-haired girl's mouth was gagged, but her eyes widened at the sight of Caitlin, and she shook her head frantically in warning.

The danger was apparent in the eight muscular boys who arranged themselves in a semicircle around the lithe brunette. They sneered at her menacingly, but Teddy was the first to step forward. "I'm gonna enjoy fucking you up, bitch." He cracked his knuckles. "I'm gonna take my time, make it nice and slow."

Caitlin tilted her head and looked up at him consideringly. "No, I don't think so," she said, more calmly than she felt. With that she leapt straight up and spun, her foot connecting with his forehead. He stumbled back in a circle and his eyes rolled up into his head before he flopped onto his back, out cold.

The others looked between the slight girl and their fallen friend, mouths agape.

"Next?" she asked nonchalantly.

"You really think you can take all of us on at once?" one of the other boys snarled.

"She's not alone," a voice spoke up from behind her. Caitlin spun to see Jolene and Jenny standing there, both with confident smirks on their faces.

"What are you doing?" Caitlin hissed.

"The thing is, we both came to help, but we figured out at the same time that we're more alike than we realized," Jenny answered softly.

"As are you," Jolene laughed. She held her arms up and snapped her fingers. Instantly the redhead's hands were encased in ice-like boxing gloves. "So let's do this, huh?"

"Oh yes, let's," Jenny grinned. She gave Caitlin a wink before vanishing out of sight.

The brunette grinned widely as Jolene moved up next to her. "I can still take these guys," she murmured.

"Well, how about I make a hole and rescue your girlfriend?" Jolene snarked.

"Sounds like a plan." With that, Caitlin leapt forward, snarling, straight at the largest of the boys arrayed before her. Her hands hit the ground first and she pushed up in a somersault so that her feet planted solidly into his face, knocking him backwards. She flipped around quickly and blocked a clumsy swing from the next boy over, using his momentum to fling him towards a stack of canoes. As he hit, they toppled over and noisily buried him.

One of the boys made a snatch for her which she easily evaded, instead grabbing both of his arms and flinging him over her head to land with a sickening crunch on top of the fallen boy at her feet, knocking them both out of the fight.

She spun and readied herself for further opponents. She saw over the next two boys' shoulders that Jolene had made good on her word and had clubbed two of the thugs into unconsciousness before headed towards the panicked blondes. Betty and her friends let out shrieks of terror and tried running away, only to trip and fall flat on their faces from some unseen force, likely Jenny. Betty seemed to have an invisible foot planted on the back of her head for good measure as she flailed about ineffectually.

There were only the two boys in front of Caitlin remaining. The first lunged at her with his arms spread wide, trying to grapple with her. She ducked under and brought her knee up, hard, right between his legs. He collapsed to the floor, wheezing in pain.

She glanced over at the last boy, one she hadn't noticed hanging around Betty before. Oddly enough he seemed to be smiling anticipatorily. "Ready to give up?" she asked.

In response he simply crouched into a combat position and moved forward on confident feet.

 _/Cat, watch this one, he moves like a fighter and not like the others-/_

Chris' words were interrupted as the boy's fist shot out, quick as a snake, to slam against her sternum. She never even saw it coming.

Caitlin flew backwards and out through the open doors to land on her back, stunned.

 _/-annnd he's a metahuman./_

 _[Get up get up NOW he's coming...]_

She sprang to her feet nimbly, just in time to avoid his rush. She slipped away from the initial charge and barely ducked his follow up swing. Now that she had his measure she found it a little easier to anticipate his moves. In fact, she started to grin to herself as she realized she could really cut loose here.

 _/Keep your claws sheathed though, we don't want a fatality!/_

 _Fair enough. We'll do it the hard way, it'll be more enjoyable, right Kyle?_

 _[Oh yes, here a combo you can try...]_

She launched herself into a spin-kick which the metahuman easily dodged. Instead of completing the spin, however, she lashed out with her other foot, connecting with his jaw.

He barely even stumbled.

 _Hmm, tough too. Time for a more direct approach._

As she landed she rolled forward and got right into his space. He tried to slam a fist downward but she was able to deflect the blow with one hand while hammering at his ribcage with the other, then alternating hands until he began to stumble back from the rapid assault. She knew by this point that her knuckles were raw and bloody from the beating, but she ignored the pain for now.

Lashing out with her foot she stomped down on his instep, causing him to fall to one knee. She jumped up and whipped her other foot out, smashing into his nose and breaking the cartilage.

Finally he slumped to the ground, out cold.

Caitlin stood over him, panting from the exertion but grinning triumphantly. She glanced around and spied her three friends standing nearby with stunned expressions on their faces.

"Holy shit, girl!" Jolene exclaimed. "You're not just metahuman, that's like super-hero level! Who the fuck are you?"

"Just who I said I was," Caitlin replied wearily, cradling her hands together. They were beginning to really sting now, she needed to transform soon to heal them.

"Guys, we need to split," Jolene urged. "The staff will be here soon and we don't want to be around when they are."

"Right, let's get- Oh, sweetie, your hands!" Lisa blurted out.

"I'll be fine, really, but Jolene's right. Let's get back to the cabin, okay?"

They quickly flitted through the shadows and ducked into the cabin just as shouts were beginning to echo throughout the camp. They quickly split up to return to their own rooms, all except for Lisa and Caitlin who made a stop in the restroom first. The somewhat battered brunette carefully cleaned off her raven-haired girlfriend's face, wiping away the blood and tears. The gash itself was rather small and had already closed up, but her black eye was quite prominent. She winced as the water got into her knuckles but quickly dried herself off and hustled the two of them into her room.

"You've got to see to those hands!" the raven-haired girl whispered harshly, her purple highlights swinging as she shook her head in frustration. "Jesus, I think you might have broken some of your fingers! What were you thinking?"

"Well, I was thinking about kicking his ass," Caitlin smirked as she closed the door and locked it, wincing at the effort. She put her back up against the door and sighed. "Okay, look, so you know now that I'm not... normal, right?"

"No, you're not," her girlfriend agreed. "You're extraordinary."

"Oh. Well." Caitlin glanced down at her bare and dirty feet, blushing slightly at the compliment. "Anyway, I have other stuff I can do, but I don't want to freak you out any..."

"You won't," Lisa whispered as she folded her legs across each other on Caitlin's bed. "Show me, please?"

Caitlin sighed again. "Okay." She twitched her pert nose and collapsed into her clothes. From under the pile emerged a short-haired black cat, meowing softly.

"Omigod you are so cute!" Lisa squealed enthusiastically.

Caitlin the cat hopped up onto Lisa's lap and purred loudly, rubbing up against her. In turn Lisa lavished affection upon the feline, rubbing her hands along her fur and cooing at her happily.

It was a feeling unlike any other. Being a cat, and having your fur petted just right... If there was a heaven on earth, this was surely it. She rolled onto her back and continued to purr enthusiastically as Lisa ran her fingers across her furry belly.

Eventually though she gave herself a shake and Lisa's fingers a lick. With a flick of her tail she hopped off towards the other side of the bed and transformed back again. She crouched there, grinning, and held up her now healed hands. "See, all better now!"

Lisa stared back at her open-mouthed. Frowning, Caitlin wiggled her fingers in front of her face. "Lisa? Hello?"

"Um," the raven-haired girl blushed. "You're naked."

Caitlin looked down at herself, nonplussed. "Well, yeah, my clothes don't transform with me..."

 _/Cat. You are naked in bed and in front of your girlfriend, who is right now having very naughty thoughts about you by the look on her face./_

 _Naughty? I don't understand..._

 _/As in sex./_

Caitlin blinked and looked back up at Lisa with a grin. _Oh, so does she want to have sex now?_

 _/You know what? I'm done here. You ask her yourself./_

"So, Lisa," she said hesitantly. "Did you want to-"

Her words were cut off as Lisa flung herself bodily upon the brunette, kissing her enthusiastically.

 _That would be a yes, then..._

Later, as Caitlin the cat curled herself up in a ball against Lisa's warm and naked chest, she couldn't keep from purring like a motorboat.

 _I was wrong before. This, this right here is heaven on earth._

"Was it okay for you, Cat?" Lisa asked sleepily as she wrapped an arm around her furry body.

In reply she gave Lisa's face an enthusiastic licking which made her lover giggle in protest.

The inquisition the next morning was far-ranging. Lisa made Caitlin, Jenny, and Jolene all swear not to reveal their involvement. The raven-haired girl did come forth to reveal that she was assaulted by Betty and her crew, since her bruised eye pretty much indicated her involvement in some way. As it turned out, the metahuman in Betty's group, James, was the one who clubbed her, and he was immediately expelled for violence against other campers. No amount of pressure from the staff would get Lisa to admit who her rescuer was, and the kidnappers were unwilling to incriminate themselves any further. In fact they seemed perfectly happy to throw James under the bus, as it were, and let him take the fall for the whole thing. Still, there was enough suspicion at their feet that they were confined to their rooms for the next day, those who weren't relegated to the infirmary at least.

Caitlin was called into the headmaster's office but glibly disavowed any knowledge of the affair.

By the end of the week the whole mess was shuffled to the side as the next round of campers left to be replaced by new faces. Caitlin stood outside Lisa's room, watching her lover pack up with a sort of befuddled expression on her face.

 _Chris, I feel like crying and I don't know why._

 _/Cat, that's perfectly normal. You and Lisa became very close and you're going to miss her. Who knows when you will see her again, right? So it's okay to be sad./_

 _It doesn't make sense._

 _/No, love never does./_

She screwed her face up thoughtfully. _Is that what this is? Am I in love with her?_

 _/From everything you've been feeling and thinking over the last few weeks, all signs point to that, yes./_

Lisa had finished packing but stood in front of her bed, her arms crossed and her back turned to Caitlin. "Say something," the raven-haired girl said, her voice muffled.

"Lisa, I..." She paused for a second to really consider her feelings. It was difficult to evaluate what she didn't know or have any direct experience with, but Chris' words rang true from his own experiences. "Lisa, I think I love you," she finally whispered.

The other girl whipped her head around, flinging the purple-tipped hair across her shoulder as she turned her tear-streaked face towards her. "Yeah?"

Caitlin nodded gently, more sure of herself now. "Yeah. I do. I love you."

"Well, okay then," Lisa sobbed. "Because I love you too, and I'm going to miss you, and this is gonna suck so much, why do we have to be a whole country apart? Why do plane tickets have to be so expensive? Am I ever gonna get to see you again? You don't even have a computer, how are you gonna-"

The brunette took a quick step forward and enveloped her girlfriend in a tight hug. "I'll find a way, okay?"

Lisa sniffled against the top of Caitlin's head. "I'm gonna have to get a cat now just to be able to sleep at night," she said in a small voice.

That started Caitlin giggling, and Lisa joined her after a while until they both dissolved into tears while holding each other close.

Before long Caitlin was standing near the entrance of the camp and waving goodbye to Lisa, Jenny, and Jolene as their bus pulled away. She had more email addresses, as well as Lisa's physical address just in case she ever made it to San Francisco. Betty's face sneered at her from a rear window, and she cheerfully bade the blonde goodbye with an upraised finger.

After the bus had passed beyond her sight, she stared down at the piece of paper in her hand, titled Lisa Lee. _I feel empty. Why is that?_

 _/Look, I can't sugar-coat this for you. It's going to hurt for awhile, but it'll get better. Keep yourself busy, and after a week you'll hopefully have a new environment and can access a computer./_

 _Busy. Yeah I can try crocheting again, the pure unadulterated rage from that will keep me occupied._

 _*Now you're just being masochistic.*_

She was paired up with a new girl the next day, a young teen girl by the name of Samantha who was obsessed with superheroes. It was a little amusing for Caitlin as Sam was convinced that there were children of famous superheroes at the camp, and she was determined to find them out. Caitlin kept her powers private this time.

She decided to use her time to get back into the mindset of training. She pushed her body to its physical limits, usually late at night while jogging around the lake, away from prying eyes. Though she got along well enough with her new buddy and several of the other new campers she kept herself aloof from them, unwilling to grow close to them emotionally when she would be leaving soon enough.

The day before she was scheduled to leave she was in her room, naked and doing pull-ups on the closet bar, when there was a knock on her door. She dropped her feet back to the floor and padded over to the door. "Yes?" she called out, pulling her tee shirt back on.

"Caitlin, you have visitors up front," one of the counselors said from the hallway.

"Okay, thanks, I'll be right there!" she replied, wiggling into her drawstring shorts. She didn't bother with shoes, just took off at a quick jog up to the entrance of the camp.

Once there she was ushered into the headmaster's office. Instead of the headmaster himself, however, there was a woman seated behind the desk. She had short red hair, a brighter shade than Jean Grey's had been, and wore a brown leather jacket over a black tee shirt as she perused a file folder. Standing behind her was a medium-sized but well-muscled blond man dressed in a sleeveless black shirt and jeans with a combat holster and automatic pistol at his side. He had his arms crossed in front of him and an unreadable expression on his face, though his piercing eyes regarded her intently.

The woman glanced up at Caitlin's entrance and speared her with an intense look. "Sit," she stated brusquely before returning to the file.

Caitlin complied unhesitatingly. _Something tells me I shouldn't be messing around with these people._

 _/I read that as well, be very careful here, Cat./_

 _Don't worry, I can tell they're dangerous enough. Are they from the lab, do you think?_

 _/Just wait and see, I don't think they're going to answer questions until they're good and ready./_

 _*But keep your exit open, just to be on the safe side.*_

The lithe brunette stirred a little anxiously in her chair but did not move from it or open her mouth until the redhead was done reading. She closed the folder and sat back with her arms crossed, mirroring her partner.

"Well then, Caitlin Brown. You've had an eventful six weeks here. Even more of an eventful short life before that. What did you think of your time at the camp?"

She glanced between the woman and her silent partner worriedly. "Um, it was good. I learned a few things. Mostly that I hate crocheting with a passion." She could have sworn the blonde almost broke into a grin but it was gone before she could catch it.

"Yes. Also gained a girlfriend and a lover. How did that go?" The redhead kept her unwavering gaze on Caitlin.

 _Well, that's getting a little personal there._

 _/Think for a second. They have sources and spies within the camp to have kept that close an eye on you. Be truthful and blunt, but first figure out who they are. Go on the offensive now./_

Caitlin gave the woman a sweet smile. "It was lovely, really, especially for my first time. So who are you, exactly? Because unless you start giving me some sort of identification it's going to get ugly in here."

This time the blonde didn't bother to conceal his grin. "She's a real firecracker, isn't she."

The redheaded woman didn't seem as amused. "We're the ones asking questions."

"And I'm not answering any more until I know who you are and where you came from."

Their gazes locked in a contest of wills until the man gave a sigh. "She's worried we're from the lab that she escaped from. We're not, Caitlin. We're the good guys."

"That remains to be seen," Caitlin growled.

The blonde man chuckled at that. "Okay, I like this one, Tasha."

"You're not helping, Clint," the redhead muttered. She sighed and nodded. "Alright, kid. We're from S.H.I.E.L.D. and we're your ride out. We just needed to check on a few things first to see where we go from here."

"Understand this isn't our usual thing," Clint interjected. "We're more of the direct assault type of people, less the interview potential candidates type. But we were specifically asked to take a look at you."

Caitlin blinked her eyes uncertainly, relaxing her guard somewhat. "Um. Candidate for what?"

The redheaded woman, Tasha, pushed the folder away from her. "You have an interesting set of abilities, Caitlin. But they're far too powerful for you to be out on your own. For your protection, as well as that of the general populace, you're being recruited into the S.H.I.E.L.D. program."

"I'm being... recruited?" She still wasn't sure where this was going. "Like, what, exactly?"

"As in recruited to be a S.H.I.E.L.D. Agent, eventually," the woman smiled slightly. "My name is Agent Natasha Romanov. My partner here is Agent Clint Barton."

Though she was peering into Caitlin's eyes for some reaction, the girl just nodded in reply. "Okay, nice to meet you. Um, you can call me Caitlin if you like, but I also go by Cat. So, we can leave now?"

Clint chuckled. "Sure thing, Cat. Go pack your gear and meet us at the entrance."

It was quite possible she set a new record for packing, much less with a round trip to the cabin and back. The pair of agents had just stepped out of the main office when Caitlin returned, panting and with her one hand clutching the original shopping bags from the trip up with Jessica Jones and hopping on one foot as she pulled her athletic shoes on with the other hand.

"What, no duffle bag?" Clint asked curiously.

She shook her head. "No, sorry, just this. Is it okay?"

Natasha sighed. "It's fine. We'll do something about that later, so you don't look like a bag lady. Let's go." The brunette could now tell that the woman wore dual holsters with automatic pistols in them as well, smaller than Clint's but no less deadly-looking.

As they strode through the gates, Caitlin looked down at her bags uncertainly.

 _I don't get it. I'm carrying shopping bags. Why am I a bag lady?_

After a few seconds of explaining from Chris her eyes widened in understanding. "I would like a duffel bag at some point, please," she announced.

Clint glanced over his shoulder at her curiously. "Okay, we'll take care of it. Might have one aboard you can use."

"Aboard what?" Caitlin asked. "How did you get here, I don't see a car..."

As they walked through the woods they came upon a clearing. Clint held out a small box and pressed a button, causing a small but advanced-looking aircraft to materialize in front of them.

"This is a quinjet," he explained as the ramp lowered. "It has a stealth mode."

"Neat," Caitlin commented.

"'Neat', she says," he grumbled as he walked forward and closed the ramp behind them. "Betcha she says more than 'neat' when we get to our destination."

"No bet," Natasha laughed as she strapped herself into the pilot's seat and started up the ignition. While she ran through the flight checklist, Clint rummaged around in a locker and Caitlin sat on one of the seats lining the walls and facing the interior.

"Here you go," he said finally, yanking out a partially-filled dark blue duffel bag with a S.H.I.E.L.D. logo on it. "Take out the contents and use it for yourself."

"Thank you, Agent Barton," Caitlin replied politely. She pulled out a couple pairs of mechanic's coveralls and set them aside before stuffing the bag with her belongings. "Would it be alright if I sat where I could see out the front?"

"We can see well enough back here," Cling replied dryly. "Why do you need to see, do you get airsick?"

"Oh, well, I don't actually know," she replied, frowning slightly. "It's just that I've never flown before."

Clint grunted thoughtfully. "No, I suppose not."

The quinjet gave a lurch as Natasha brought them airborne. Caitlin grabbed ahold of her harness as the jet swayed slightly before gaining altitude. "Maybe I'm okay back here," the brunette girl conceded.

The blonde man chuckled lightly and sat back in his seat. "So, Cat. I understand there was a bit of an altercation last week at the camp. One that involved your girlfriend, Lisa Lee. You know anything about that?"

Caitlin took a deep breath as she finished packing her new bag. "Yes, I do," she replied quietly.

 _I think I need to start coming clean about things, guys. If they're going to help me, and take me in..._

 _/No, you're right. It's the best course of action for you right now./_

 _*Not everything, though. Keep some of your abilities back, especially the transformative ones.*_

 _[Don't trust, not yet. Let them prove themselves first.]_

She blinked her eyes but bit back her grin. _I'm glad you're still with me, Kyle, and thanks for the input everyone. Okay, here goes._

She looked up at the agent, seeing that he had an expectant look on his face, and proceeded to relate the full details of that evening. She gave a little bit of background first on Betty's continual harassment.

After she'd finished he sat there for a minute, chewing on his lip thoughtfully. "Offhand, I'd say you handled the situation well enough, if maybe a little rashly," he finally observed, though he shot her a grin. "Personally, I like the rash approach, though."

"We're still not discussing Istanbul," the redhead commented from the pilot's seat.

"Did I mention Istanbul?" he replied defensively. "No, I didn't say a thing about Istanbul. You brought it up this time."

She barked out a laugh and said something in a language Caitlin couldn't quite recognize.

"What was that she said?" she asked quietly.

"It was Russian," he explained cheerfully. "Her native tongue. She likes to call me names in that language, forgetting that I know most of them by now."

"Who said I forgot?" Natasha snarked.

Clint shook his head humorously before leaning forward on his knees. "Okay, Cat, let's talk about what's going to happen next. We're heading for one of our operational centers now. When we get there you'll be processed in as a recruit. We have some evaluations set up for you over the next couple of days, physical as well as mental. The latter will be done by someone you've already met, Dr. Jean Grey."

Her eyes brightened at the mention of the mutant's name. "Oh, good. Is she part of S.H.I.E.L.D.?"

The blonde chuckled and shook his head. "No, she's an outside consultant, but she's asked to work with your case. She can be very persuasive."

"Psychics often are," Natasha commented dryly.

Clint shot her a humorous look but didn't respond. "For the time being you'll be confined to the facility. In between evaluations and training you'll have some free time, but we have plenty for you to keep yourself occupied." He sat back in his seat. "Any questions?"

"A few, yes," Caitlin replied slowly. She and the others had been compiling a list as Clint spoke. "For starters, I still don't have any sort of documentation. Legally I don't really exist, much less have a last name. I just picked out the one I have now. Is that a problem?"

Natasha chuckled from her seat in the front. "Identification is never a problem. We'll sort you out."

"Right, okay," she replied uncertainly, deciding to let that drop. "Next, are there any other recruits like me? I mean, near my apparent age, or... well, you know..."

"Enhanced?" Clint asked perceptively. "No, actually. It's a rarity in our organization for both cases. You're kind of unique with your age, but that will only last a couple of years as you mature."

"Hmm," Caitlin mused. "Alright, I guess I'll just take things as they come. I have one more, well, request really."

Clint laughed easily. "Sure, why not, I don't know if we can do anything, but shoot."

Caitlin cleared her throat nervously. "Is there any way I can access a computer of some sort? I have email addresses for friends from camp, but I've never used email before..." She trailed off, embarrassed at her lack of contemporary knowledge.

"I think perhaps we can accommodate that," Clint replied seriously. "Laptops are usually only issued to new agents, but like I said, your situation is a bit unique. I'll see what I can do."

She smiled gratefully. "Thank you Agent Barton, I really do appreciate it."

"Approaching destination," Natasha called out. She began to murmur into her headset, communicating with someone about landing clearances.

Clint grinned widely. "Alright, Cat, now let's move up. I want you to see this."

The lithe brunette eagerly slipped forward to sit in the copilot's seat. She craned her neck to look down. "We're still pretty high up... but I don't see anything..."

"Not there," Clint said, chuckling. He reached over and tilted her chin up. "There."

Hovering in the air just above them was an aircraft carrier with four giant turbines keeping it aloft.

Caitlin stared at it, wide-eyed and unbelieving. Both Natasha and Clint smiled at her reaction.

Finally she was able to open her mouth.

"Holy fucking shit."

Clint laughed uproariously as he headed back to his seat. "Well, that beats 'neat'!" he said merrily.

* * *

 **A/N:** And that takes us to S.H.I.E.L.D. and the helicarrier! Couple of notes from the chapter. Firstly, I've never been to overnight camp that wasn't scouts, but my daughters have, so I'm kind of going off of the memories from their experiences for what it might have been like. The goal, really, was to show Caitlin beginning to grow as a person and developing relationships, friendly and otherwise. Next, I honestly didn't think the whole camp bit would take an entire chapter. Once I start writing, some things just tend to get away from me. Lastly, I didn't start out writing someone as adorable as Lisa Lee, but she just kind of evolved. Don't worry, we haven't seen the last of Chatterbox, and she can be pretty kickass in her own right.

If you get the chance, please drop me a review and let me know what you think, even if it's just a short one! And thanks for reading! I hope to have the next chapter ready by this weekend, but the release pace might slow down a little after that.


	4. Chapter 4

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

S.H.I.E.L.D. Helicarrier.  
Somewhere off the coast of New England.

Caitlin stood attentively within the ranks of the other agent recruits. She wore the standard grey tee shirt and dark blue shorts shorts, both labeled with the S.H.I.E.L.D. logo, as well as her athletic shoes. She blended fairly well with the other recruits, if it were not the the fact that she was by far both the youngest and shortest of the group of eighteen men and women.

She sighed to herself internally. _I think the closest to my age is Maggie. What is she, twenty-four, twenty-five?_

 _*Don't let it get to you kiddo. You knew it coming in here, use what you've got to stand out loud and proud.*_

 _Loud and... What does that even mean?_

 _/Eric is picking metaphors out of my memories with very little regards to their proper use./_

 _*And Chris has been acting like a stuck-up prick ever since we boarded.*_

She couldn't contain the irritated sigh this time. Others glanced at her, wondering if perhaps she was reacting to their next task, but she plastered a pleasant smile across her face.

 _Guys. Stop it. Chris understands the importance of this. And Eric, I know you like to provide comic relief for me, but relax. We're in this together, right?_

 _*You're right. Not like we have a choice.*_

 _True enough. And Kyle?_

 _[Cat?]_

She let her smile turn into a genuine grin. _You get to shine in the next task._

So far the recruits had been through the standard physical testing for endurance and coordination. It didn't surprise her that she scored top marks in everything so far, but the instructors were aware of her enhanced abilities and simply brushed it off as what they anticipated.

Well, the next task she was going to ace as well, and they couldn't just play that off.

 _/Not getting cocky, are you?/_

 _This isn't ego talking. I just want to stand out for who I am, not what I am._

Her eyes snapped to the side as the senior instructor marched in and placed himself in the center behind the long table that stretched out in front of the line of recruits. Across from each recruit was a square of black cloth that hid what was underneath it. _Here we go_ , she grinned anticipatorily.

"Listen up, recruits," the buzz-haired man barked with the voice of a drill sergeant as his four assistants spread out behind him. "Underneath each cloth here is a standard-issue semiautomatic firearm for agents. You will assemble it within one minute and raise your hand once done. After one of us inspects it, you will take it to the firing line behind me and insert the magazine. I want all twelve rounds in the bullseye that is fifty yards away and I expect every one of you to perform within these parameters or you will remain here until you get it right. Any questions?"

There were a few stirrings in the group but nobody raised their hands.

"Approach!" the instructor ordered.

As a single unit they walked up to stand over the cloths. Caitlin's fingers twitched at her side.

"Begin!"

She whisked the cloth aside. Caitlin let her eyes become unfocused as her hands flew across the assembled parts, Kyle's memory serving as her guide. After fifteen seconds she set the gun down and raised her hand.

The instructor marched over to her, his eyebrows furrowed. He looked down at the gun and then back up at her incredulously before picking it up and examining the action of the slide. With a grunt he set it back down. "Name?" he barked.

"Caitlin Brown, sir."

"Recruit Brown, disassemble that gun again for me."

Caitlin let a small grin creep across her features. "Yessir." Her hands flew across the gun again and swiftly took it apart, leaving the pieces lying exactly where they were the first time.

The instructor let out another grunt. "Reassemble."

"Yessir," Caitlin replied, and managed to do so within fourteen seconds this time as she was more familiar with the gun.

He inspected it briefly before handing it to her. "Take the firing line, Recruit."

"Yessir!" Caitlin replied, and trotted around the table. She ignored the looks that some of the other recruits were giving her, but she did peripherally note that most of them were barely halfway through the assembly steps. The recruit on the end, a blonde with short-cropped hair and several inches taller than her that she knew as Maggie, looked at her incredulously. Caitlin gave her a wink as she went by.

 _/Did you just flirt with Maggie?/_

 _Um, I don't think so. Did I?_

 _/You winked at her./_

 _Oh. Then, yes? Maybe?_

Chris' only response was a put-upon sigh, but by that time she was at her station. Caitlin grabbed the ear protectors off of the hook next to her head and put them on. She picked up the magazine and slapped it home, racking the slide before taking up a classic shooter's stance with one foot just in front of the other and the supporting arm slightly bent. Again using Kyle's muscle memories she sighted down the barrel, placed her finger on the trigger and let loose all twelve rounds. She took one shot per second only because she wasn't used to the firing characteristics of the gun and wanted to ensure she remained on target.

When finished she removed the magazine and set the gun down, leaving the slide racked back, and hung the ear protectors back up.

Once they were off and the smell of cordite dissipated she was aware of the instructor standing at her shoulder. He reached forward and brought the target forward by remote, pulling it off and peering at the perfect obliteration of the center of the target.

"Recruit Brown, I've been a firearms instructor with S.H.I.E.L.D. for twenty years," he began softly enough that nobody else could hear him. "In all my time, the best records by far for sidearm assembly belong to Commander Hill and Agent Barton. They shared the same record, in fact. Both also placed all twelve shots on target, first try." He looked at her then with a hint of a smile on his gruff face. "You just blew both their times out of the water. Well done."

Caitlin gave him a pleased smile. "Thank you, sir."

He gave a nod over towards the door on the far side of the range. "Why don't you go through there and on to your next evaluation. These folk will catch up to you eventually."

"Yessir," she said again and walked swiftly off.

 _*Not bad, kiddo. Not bad at all.*_

 _Kyle, we just kicked some serious ass._

 _[That we did. Should have kept the gun, though.]_

 _No, it's okay Kyle, we're safe here, surrounded by agents._

 _[Never really safe. Snake lies in the grass among the sheep and the sheep think they're safe.]_

 _Annnd there he goes. Dammit..._

 _/It's okay Cat. Like he said before, purpose builds clarity. He'll be available when you need him./_

By this point she'd reached the doors. She pulled one aside and slipped through into a large, cavernous gymnasium with multiple boxing rings. It was deserted except for one redheaded individual in tight black workout clothes who was pummeling a punching bag in the near corner.

 _Looks like you're going to be up next, Chris._

 _/Ready and waiting./_

She strode confidently over to Natasha and stood by with her hands behind her back. The experienced agent obviously knew she was there, but gave a few more hits before turning towards the bench and grabbing a towel.

"Barton's gonna be pissed," she smirked as she wiped her face off. "He owes me ten bucks. Did you beat his time?"

"I did," Caitlin affirmed. "Fourteen seconds the second time."

The woman stilled and looked at her curiously. "And the first time?"

"Fifteen seconds."

She dropped the towel on the bench again and put her hands on her hips. "All shots on target?"

"Yes, ma'am."

She snorted. "Oh yeah, he's gonna be pissed. That will make my week. Right, so let's go, Recruit. Shoes off, we do things full-contact style here, then hop up in the ring with me."

Caitlin complied and then vaulted the rope to join Natasha.

"We're not scoring or anything," the redhead began as she stood in front of the lithe brunette calmly. "We know you can fight, and that you're enhanced with above-average strength and agility. I just want to see what you're made of. Now, ready?"

Caitlin nervously set herself into a defensive position, butterflies soaring through her stomach. "Yes ma'am, ready."

Without further warning Natasha launched herself into a furious attack. Caitlin was taken aback at first but quickly moved to deflect the blows that were coming at her. Between Chris' experience and the combined skillset of all four of them she was able to stay ahead of the woman. After a few seconds she seemed to enter into almost a zen-like state with Chris leading her hands in effortless martial arts patterns.

And then Eric decided to contribute and snaked a hand in to give the redheaded woman a small, condescending pat on the cheek.

Natasha's eyes narrowed dangerously.

 _Eric, what the fuck, that was a bad idea, that was a very very bad idea..._

 _*Um, sorry about that girlie, yeah I have to agree with you there...*_

If Caitlin thought the other woman was fast before, she hadn't seen anything yet. The redhead spun and kicked, whirled and punched. Caitlin, even with her enhanced speed, was barely able to dodge and deflect the attacks, until the woman dropped to issue a leg sweep. Caitlin easily jumped over the strike but the experienced Agent reversed the action and landed a kick on her chest, sending her sprawling.

She quickly jumped back to her feet and grinned at Natasha. "Nice move, I'll have to remember that one," Chris said through her lips.

Natasha circled around the brunette. "That's interesting. You seemed to be a different person right there."

Caitlin blinked her eyes uncertainly, faltering for an instant. _Chris, did you just talk through me?_

 _/No time, look out for-/_

While she was momentarily distracted the redheaded agent struck mercilessly. Caitlin was barely able to get her hands up but could only partially deflect it, landing on her back hard with the breath knocked out of her this time.

 _Dammit, get it together guys-_

She couldn't even complete the thought when she saw Natasha looming over her, aiming a kick at her head.

And that's when Kyle took over.

She grabbed ahold of Natasha's leg and swung, sending her crashing to the floor on the other side of her. Snarling in fury, Caitlin crouched back onto her feet before springing straight up into the air to come down with her fist extended on top of the prone agent.

Natasha rolled aside at the last second just before Caitlin's fist came down, putting a hole through the floor of the boxing ring.

She yanked her hand back out and stumbled to her feet, breathing heavily. She was stunned by what she almost did.

"I'm... I'm sorry, really I'm sorry," she panted, on the verge of tears. "I didn't mean... mean to..."

Natasha stood at the other end of the ring, smirking. "Well, I wanted to know what you were made of. I guess I now know."

Caitlin looked down at the floor, trembling with the effort to regain control over her emotions. After a second or two she took a deep breath and on the exhale she was able to stand up straighter, finally calm.

The woman looked her over and gave a nod, but her face was a neutral mask again. "When you've showered off, meet me on level eight, room sixteen. Half an hour from now, don't be late."

"Yes, ma'am," she replied quietly. She knew she could have just snuck off somewhere to transform, but she needed the time to reorganize her thoughts, and she desperately needed to consult with her residents.

 _What happened? What went wrong? We were working together... and then we fell apart._ She stood under the hot spray of water, alone in the communal shower.

 _/I think maybe I was too strongly in control when we fought. Then you reacted to it, and we got... disjointed./_

 _*It was my fault to begin with, Cat, everyone. I'm sorry, that was dumbass stunt to pull.*_

 _It was, and I'm glad you can see that. Let's just... let's not do that again, okay? And Kyle, what the hell, man? Were you trying to kill her?_

 _[She tried first. She struck to kill. Foot, buried in brain, home no more.]_

She sighed wearily as she turned the water off and grabbed her towel. _Okay, I guess I can see where you might have gotten that... but she wouldn't have, okay? We were training._

 _[Train to kill. Kill or be killed, only way to survive.]_

 _/Well, he's not entirely wrong. Still, it was a little bit of an overreaction./_

 _[Kill or be killed. Kill or be killed. Not as safe here as you think, beware the snake in the grass...]_

Caitlin dressed quickly into dark blue sweatpants and another grey tee shirt, again all with the S.H.I.E.L.D. logo. This time, however, she forewent the shoes and instead slipped her sandals on.

 _Right, enough introspection, time to go. Can't be late._

 _/You sound like you really want this now, to become an agent./_

 _At first I wasn't sure, but now that I'm here? Yeah, I do. I really want this. Use what I have for some good, you know? Not just for survival._

She arrived at the proper floor and the requested location with two minutes to spare. She looked up at the nameplate on the door which read Directory Fury and gulped audibly.

 _I am so, so very dead._

 _*Shouldn't have worn the sandals.*_

 _In retrospect, yes, Eric. That was a poor decision._

She knocked on the door firmly after gathering her courage back up. Upon hearing the barked "Enter" she did so.

Sitting behind the substantial desk was a large dark-skinned bald man wearing an eyepatch. Standing behind his right shoulder was a stern-looking athletic woman with short-cut dark brown hair and piercing blue eyes, while Natasha was seated in one of the two chairs arrayed in front.

"Sir," the petite brunette said in a small voice.

"Recruit Brown. Have a seat, please."

She cleared her throat. "Yessir." Her voice sounded a little stronger now as she sat on the edge of the remaining open chair.

"As you might have guessed by now, I am Directory Fury. Next to me is Commander Hill. You already know Agent Romanov."

Caitlin nodded nervously. "Sir. Ma'am. Ma'am."

He chuckled slightly. "Agent Romanov here was going over your evaluations. Nice sandals, by the way."

Caitlin blinked uncertainly, but was saved a response when Natasha picked up where she had left off.

"Aside from the superior physical scores, she also showed excellent firearms skill," the redhead said. "Fourteen seconds and full marks."

"Really, now," the Commander murmured. Her bright blue eyes were focused on Caitlin intently, but she noticed how they would occasionally flicker over to Natasha as she spoke.

"Well, I do believe that beats your score, Hill, as well as Agent Barton's. Didn't you make a wager with him, Romanov?"

Natasha chuckled lightly. "I don't really know why I bother trying to keep anything from you, sir," she replied. "As for the close combat skill..." She hesitated then, and Caitlin felt her heart sink down into her shoes. "While her skill is undeniable, and could handedly fight me to a standstill, she is unstable and easily distracted."

Caitlin blinked her eyes again. _Well, that wasn't as bad as it could have been._

Fury sat forward, fixing the redhead with a stare. "Did you just say, fight you to a standstill, Romanov?"

"Yes sir, I did."

"Hmm." He sat back again and steepled his fingers. "Recruit Brown, do you want to be a part of this organization?"

"Sir I... Yes. Yes I do, I have all these... abilities and I want to use them for something. Use them for something good." Caitlin paused and took a breath. "Please, sir, give me a chance."

"And yet you haven't come completely clean with us, have you?" he said levelly. "Each person you come in contact with you share pieces with, but nobody knows what you can do, not fully. I can't have an agent in my organization if I don't know their full capabilities. So what will it be, Recruit?

Caitlin looked down to the floor, chewing on her lip. _It's time. If I really want to do this, he's right. I need to tell them everything. From the beginning. And... and show them all of it._

 _/Your call, Cat. But I think I agree./_

 _*Ditto. Give him what he asks for.*_

 _[Him you can trust. Those in this room, with you now, they are the ones to be trusted, along with the Archer.]_

Caitlin jerked her head back, slightly stunned. Kyle's clarity was nothing compared to the resounding recommendation from the paranoid personality. _Alright then._

She straightened her shoulders, looked the Director firmly in the eye, and began at the beginning. She started with Chris and moved all the way through her activation and escape. She left nothing out, not the voices she conversed with nor the killings that led to her incarceration.

The other three looked at her thoughtfully as they all digested the information, some of it known and perhaps some of it new. "So this transformation," Fury began slowly. "What is it you can do?"

"If you like, I can show you," she said somewhat shyly.

He waved a permissive hand towards her. "Please do."

She twitched her nose and shrunk inside her clothes. It took her a second to shake the tee shirt off to reveal the black cat underneath. She peered up at Fury and gave him a questioning _mewl_.

"Well, that's very interesting," he said with a slight smile. "I suppose it would help with infiltrations and the like, though not as helpful without clothes." He looked at her, brow furrowed. "Is there more?"

With a loud _meow_ she hopped down and slinked around the chair until she sat in the middle of the room, twitching her tail.

In the blink of an eye there was a very large and sleekly muscular black panther now regarding the three other people in the room.

"Okay then," Fury said evenly. "That is indeed something."

The giant cat gave a throaty purr before transforming back into a human girl. Caitlin walked back over towards the chair again. "I can do a partial transformation as well, sir, make claws out of my fingers, and-"

"Recruit Brown," Fury interrupted.

She paused. "Sir?"

"Do you have a problem with clothes?"

She glanced down at her nude body and then back up again. Fury was staring up above her head while the two women just looked aside, both of them smirking identically.

"Actually, yes sir I do. I just don't understand the need for them. They're terribly restrictive, and-"

"Recruit Brown, that was a rhetorical question," Fury cut in again. "Now put your damn clothes on."

"Oh. Yessir." Her cheeks pink she scrambled to clothe herself again and before long was once more perched on the edge of her seat.

"Now, then, you were saying?"

"Um, yessir. I can extend claws out of just my fingers, and there's one more form I know I can do, but I don't... I don't like it."

"Explain," he ordered curtly.

Caitlin sighed. "It's... No I'm not calling it a 'Warform', that's a dumb name Eric... It's a cross between a panther and a human. I stand upright but I'm larger, about seven feet tall or so. Very... well, scary-looking."

Natasha leaned forward slightly. "Why don't you like it, Cat?"

Fury shot her a glare for her familiarity, but Caitlin ignored it and shrugged in response, looking at her hands. "It's scary for me inside as well," she replied softly. "I don't feel... I'm not in control fully. I think if I got into a fight like that, I wouldn't be able to stop until, well, the other person was very dead, and maybe everyone else around me as well. I've only tried it once, back when I was on the run, and I've been too scared to try it again since."

Fury tapped the desk in front of him thoughtfully. "And that's the full extent of it?"

"Yessir," she replied firmly, looking back up at the Director.. "That's absolutely everything that I know of. Oh, except for the fact that while I'm transformed, I don't hear the other residents in my head. I actually prefer to sleep as a cat, it's... peaceful."

The Commander snorted a soft laugh but quickly schooled her face back into a neutral mask again.

"Very well, Recruit Brown. I still want further psych work done. Dr. Grey will be here tomorrow morning to work with you."

"Oh, alright," Caitlin replied. "Um, will you be monitoring the session, sir?"

"Of course, Recruit. I monitor everything."

"Everything?"

"Everything."

"Oh. I see." She swallowed. "Good to know," she finished weakly.

"And later this evening we will have Dr. Banner present who will examine you," Fury continued. "He's a very skilled biochemist, among other things. Meet him at his lab on level twelve at seven tonight."

"Level fourteen, sir," the Commander corrected. "The level twelve lab was... remodeled."

"Yes, thank you Hill. Level fourteen then. Any questions?"

She cleared her throat nervously. "There is... that is, if I could make a small request, sir?"

"Out with it, Recruit."

"Yessir. Well, you see, sir... Chris Martin, the original donor, he was abducted over five years ago from Detroit. He'd like to know anything you could tell us about what happened to his family. A wife named Angela and two girls, Stephanie and Sofia."

Fury regarded her, his gaze seeming to soften microscopically. "Very well, Recruit. We'll let you know if we turn anything up."

"Yessir, thank you, sir."

"You're dismissed, Recruit Brown, and you as well Romanov."

The slender brunette and the redheaded woman walked out of the office and down the corridor together. "Thank you," Caitlin said quietly.

"For what?" Natasha replied. "I said I wanted to get your measure and I did. I think you will excel here, just as soon as you get a little more control. Hungry?"

Caitlin blinked. "Um. I suppose? What time is it?"

"Lunchtime," she replied with a smirk. "Let's go hit the dining hall. Maybe Clint is there and I can collect my money, I need you as a witness."

"Yes, ma'am, that sounds nice."

"Caitlin?"

"Ma'am?"

"Call me Natasha."

They sat together in the dining hall at a table all to themselves. Caitlin noted that none of the other recruits had finished up yet and were conspicuously absent.

Natasha eyed her plate. "I take it you like bacon?" she asked warily.

The slim brunette nodded enthusiastically. "Oh, yes. My very favorite food so far." The cafeteria had just finished up the breakfast servings but had leftovers in one section as it was still very early lunchtime. Caitlin had made a beeline and removed all of the bacon, as well as a few pieces of toast. She found several packets of jelly, resolving to try each one to determine which her favorite of that would be.

"Well, that's an impressive pile," Natasha joked. "You could try it on other things, you know."

"Really?" she asked excitedly. "Like what?"

"Well, burgers and pizza come to mind," she mused. "Also chicken. Oh, I remember this one restaurant down South, they had barbeque-drizzled bacon-wrapped shrimp."

Caitlin's eyes had gotten wide as saucers. "I've never tried any of that with bacon, but it all sounds wonderful."

"Really?" the redhead eyed her skeptically.

"Jessica Jones started my food education, but we only got up through breakfast. The camp had what the others said were the basics, pizza and burgers and fried chicken, along with lots of veggies." She screwed up her face, wrinkling her pert nose. "I do not like broccoli. Or brussel sprouts. Or peas. Actually, most veggies in general."

"Well, breakfast certainly is the most important meal, but it seems to me that you're mostly a carnivore," Natasha laughed. She glanced up and smiled. "Maria," she greeted politely.

Commander Hill walked by towards the end of the meal line, which by now was snaking towards the entrance. "Tasha," the lanky short-haired brunette replied back warmly.

Caitlin noticed how Natasha's eyes lingered on the Commander after she'd passed, but then the agent returned to her meal of noodles in some sort of white sauce.

The brunette toyed with her pile of bacon. "So, Natasha, you and the Commander..."

Natasha looked up at her sharply. "Yes?" she asked evenly.

 _/Caitlin, what are you doing, don't pry.../_

 _I'm not prying. Okay, so maybe I am. Now shush._

"I was just wondering if you two of you were, well, dating," she said casually.

Natasha put her fork down carefully and wiped her mouth with her napkin. "No, we are not. Why would you think that?"

"Oh, nothing really... So then, are you going to ask her out sometime?"

The redhead looked back at her, her face stilled and carefully blank. "That's not how it works here, Cat. She's a superior officer."

 _Ha! See, she doesn't deny that she's attracted to her!_

 _/I don't... No, I'm not getting involved./_

 _*Ease up, bro. I want to see where this is going too.*_

Caitlin hummed thoughtfully. "Sounds awfully lonely for her." She popped another piece of bacon in her mouth and chewed nonchalantly.

"Well, no. Like I said, it doesn't work that way. We can't... I can't just..." The older woman snorted irritably. "I don't know why I'm having this conversation with you."

"Well, for what it's worth Natasha, she looks at you when your attention is elsewhere the same way you look at her." Caitlin very carefully kept the grin off of her face as she chewed on the last piece of bacon and began to spread berry jam over a piece of toast.

The redheaded agent didn't answer, but picked her fork up and resumed her eating in silence.

 _/I absolutely do not believe you. You're playing matchmaker./_

 _Was that what I did? It's kinda fun._

 _/Please, please Cat, keep your nose out of people's business until we're out of this probationary period. We don't need trouble./_

 _Oh, fine. Spoilsport. Eric supports me._

 _*Oh, no doubt. Hey, remember back in camp with that one girl, Lorraine, she wrote notes between those two kids as if they had written it themselves?*_

 _/Eric!/_

 _*I'm just sayin'! I'm making conversation here, that's all!*_

After lunch Caitlin bid Natasha goodbye and headed towards her bunk. She wanted a little alone time. There were a lot of people aboard the helicarrier, even more than had been at camp, and she needed a little space to recharge her energy.

On the way, though, she bumped into a lanky man wearing thick glasses. "Oh!" he exclaimed. "Are you Caitlin Brown by any chance?"

"Yes, that's me," she replied curiously.

"Wonderful! I was afraid I'd have to track you down," he said cheerfully. He patted the messenger bag slung over his shoulder. "I have a laptop here to set up for you!"

Caitlin bounced up and down on her toes. "Really? For me? Oh, wonderful! Can you come to my cabin now?"

The technician followed her back into her quarters and set the laptop up on the desk there. He carefully explained the usage of the portable computer, as well as charging it and powering it on and off, all of the basics that most people should already know but that she was woefully uninformed of. As it so happened, Chris never owned a computer and had very little experience with them, so she was quite frankly flying blind.

"Alright, so this is your email... And you've never used anything like this before?"

Caitlin shook her head solemnly. "No, never. I have a list of addresses for my friends, can you show me how to talk with them?"

He proceeded to demonstrate the intricacies of the laptop's software, helping her type up an email to Lisa Lee. He noted the warm tone of the missive.

"So, this Lisa, she someone special?" he inquired curiously after she sent it off on its way.

"Oh, yes! She's my girlfriend!" Caitlin replied proudly.

"Well then, let me show you something else that's a little more convoluted, but you will definitely appreciate," he grinned. "This is how you video chat. See, there's a camera lens right up here facing you..."

After he'd gone over just about everything she'd need to know, she bade him a happy farewell, giving him a quick hug on his way out. She skipped back to her chair, giggling to herself. _This is so neat! I can't believe you never used something like this, Chris!_

 _/The rest of my family were more into computers, I didn't have any use for them. Thank you, by the way, for speaking up to Director Fury about them./_

She snorted softly as she opened up another email and began to type in Jolene's name. _Of course, silly, I said I would._ She laughed as the email address for Jolene came up as soon as she typed the name, since the technician had helped her enter the names into her address book. _This is so cool!_

She finished sending a mass email to the rest of her friends, explaining how she was now able to communicate, and clicked the 'Send' button. As that window closed she was returned to the main screen, and saw that her original email to Lisa was back, but in a bold font.

 _Oh, doesn't that mean it's a new email?_

 _*That's what the guy said, go ahead and click on it.*_

She did so, but her initial eagerness faded as she stared, puzzled, at the screen.

 _I don't understand half of this... What are all of these jumbled-up letters? Is this some sort of code? OMG, LOL, WTF… I don't… Oh wait, this one's just misspelled, and this one too... Maybe she was just in a hurry?_

 _/Send her another, let her know know that you can video chat, might be easier./_

 _Right!_

Not ten seconds after replying to Lisa's email, a ringing sound came from her laptop and a popup informed her that Chttrbox98 wanted to open a video chat with her.

She cautiously clicked the button to agree and sat back as the screen went dark.

 _What happened? Did I break it already?_

After only a few seconds the screen changed to show her girlfriend's excited face.

"Cat!" she squealed through the laptop's speakers. "It is you! Omigod, I can't believe we're talking, I've missed you so much! Did you miss me? Where are you? Your email address says it's from S.H.I.E.L.D., is that right? Are you with them? Are you in trouble? Oh, God, you didn't get in trouble from the camp thingie, did you?"

Caitlin waited, grinning, for the raven-haired girl to pause to catch her breath. "Yes, I've missed you terribly, Lisa. I'm actually with S.H.I.E.L.D. here, I'm a recruit!"

Lisa dropped her mouth open incredulously. "Shut. Up. You're training to be an Agent!" She leaned back and spun her chair around in a circle. "My girlfriend is a total badass!" she crowed.

The brunette snickered, shaking her head humorously. "Well, I'm not there yet, but yeah I've aced everything so far."

"Of course you have!" Lisa grinned, grabbing the edge in front of her to stop her spinning. "Because you're a badass! Where are you then, can you tell me?"

"Um, I don't think I'm supposed to," she frowned slightly. "I'm not even sure really, somewhere off of the East Coast maybe?"

Lisa jumped up off of her chair and leaned forward on her hands. "Are you kidding me? Are you fucking kidding me? You're on the helicarrier? Omigod omigod!" No longer able to use her chair, as she'd knocked it backwards, she instead did a little happy dance in a circle. "You are so freaking cool!" she giggled.

Caitlin giggled alongside her. "Yeah, it kinda blew my mind when I first got up here!"

The raven-haired girl whirled and stood her chair back up, the purple tips of her hair flinging across her face. "So, tell me," she whispered conspiratorially once seated again, "have you met anyone famous?"

"Well, I'm not sure really," she replied. "I did meet Director Fury. He's pretty… well, intimidating, really."

"Cool!" Lisa chirped. "What about Black Widow or Hawkeye?"

Caitlin blinked uncertainly. "Who?"

"They're Avengers, but they're Agents as well! You know, Natasha Romanov and Clint Barton?"

The brunette girl stared back at her girlfriend incredulously. "Shut. Up. Are you serious? Natasha and Clint are Avengers?" She didn't even notice that she'd begun to emulate Lisa's phrases.

"Serious as a heart attack! Wait, Natasha and Clint? Do you know them? Didya meet them?" Lisa leaned forward eagerly.

"Um, well yes," Caitlin replied hesitantly. "They picked me up from camp. I'm… well, I'm kind of friends with Natasha, she told me to use her first name."

With a squeal Lisa attempted to leap out of her chair again, but her feet got tangled up and she instead ended up toppling backwards, out of sight from the camera.

Caitlin leaned forward worriedly. "Lisa? Are you okay?"

She saw an upraised hand with thumb extended upwards on the screen. "Yep, I'm good! Gimme a sec!"

With some amount of effort, and a few curses, Lisa returned to her upright position and on her chair again. "I just can't believe you," she gushed. "You are so lucky, you get to meet with Avengers, and you're gonna be a superhero and everything!"

"Well I don't know about that," she replied cautiously. "I'm going to be an Agent, hopefully, but that's it. It's enough for me, I get to do something good with my abilities."

"But you have superpowers!" Lisa protested.

Caitlin smiled gently. "And I can use them while doing work as an Agent," she replied. "Now, enough about me. What have you been up to? How's your family? Did you start school?"

"Ugh!" Lisa groaned theatrically. "High school is such a bore. But, I've made some new friends, so that's nice. Oh, and my family hasn't changed all that much, which is odd 'cause I did a lot of changing at camp, but they stayed the same, why do you suppose it works that way?"

Caitlin leaned back and smiled happily as she listened to her girlfriend regale her on teenaged life in San Francisco.

Later, as she finished tapping out replies to her other friends, she heard a rap on her door. "Coming!" she called out. Before she reached the door, she paused to look down at herself. _Good, still clothed._ She was trying to be cognizant of modesty for other people's sake, really she was.

Both Natasha and Clint were there, the former with a wide smirk and the latter looking rather disgruntled.

Caitlin smiled at the pair knowingly. "Did you get your money, Natasha?"

"Just waiting for you to verify the bet!" the redhead replied cheerfully. She peeked over Caitlin's shoulder. "Nice bunk, they gave you a Level 1 Agent's room instead of a Recruit's."

"Oh, they did?" The girl looked around behind her. "Huh. That was nice. It's about the size of my room at the cabin, which is plenty of space. Oh, and look! I got my computer! Thank you Agent Barton!"

The blonde man smiled. "You're welcome, Cat. And please, call me Clint. If Tasha here gets first name treatment, so do I." He looked at her somewhat askance. "I don't suppose your gratitude is enough to change your tune about your range score?"

"Nope!" the brunette replied cheerfully. "So, why are you guys here? Was it just for the bet?"

"It's dinnertime, Cat," Natasha replied with a laugh. "You really don't keep track of meals much, do you?"

Caitlin frowned as she ducked back into her room to slip her sandals on. "No, I don't suppose I do. Oh, and I need to see Dr. Banner afterwards, right?"

"Right, we figured we'd escort you there as well," Clint replied genially.

As the trio walked down the corridor, Caitlin looked between the two Agents. "Sooo… I got to video chat with my girlfriend today, and she mentioned that you guys were Avengers. Is that right?"

Natasha and Clint shared a heavy glance. "I suppose it is," the redhead replied slowly. "At least, we participated in saving the city from the Chitauri. But our regular jobs are here with S.H.I.E.L.D."

"Wow," Caitlin mused thoughtfully. "So you've met Iron Man, and Captain America, and all the others, huh? I don't really know all that much about them, really. Only what I've heard in stories from other folk. And I haven't read any news since, well, Chris."

"It's not all that glamorous, really," Clint chuckled. "I think I've gotten beat up more with the Avengers that I ever have as a S.H.I.E.L.D. agent alone."

"I think Moldova was worse than New York," Natasha commented wryly as they entered the cafeteria.

"Okay, I'll grant you that," Clint agreed as he grabbed a tray. "Barring Moldova, then."

The three moved through the line and went to grab a table. Caitlin was excited to try meatloaf for the first time, while both Clint and Natasha settled for seafood.

Once seated, the brunette girl dug her fork into the brown loaf and took a bite. She chewed it thoughtfully. "This doesn't taste like meat," she commented after swallowing.

"It's in there," Clint laughed. "Try it with ketchup, makes it taste better."

"Heathen," Natasha said evenly. "You put ketchup on everything."

"Well, true, it is a major food group," he replied with a smirk as he doused his flounder with the red substance.

Caitlin frowned slightly as she took another bite, this one with a dab of ketchup. _I don't think that's right, is it? Ketchup isn't a food group…_

 _/He's joking, Cat./_

 _Oh._ She blinked, annoyed with herself for missing that. _I don't always catch stuff like that._

 _/And that's why I'm here… Hey, look to your right, is that Agent giving you a dirty look?/_

Caitlin glanced over to see the Agent in question, who was indeed scowling at their table while exiting the cafeteria. She kept her eyes on him as he moved past.

"Don't mind him, Cat," Natasha spoke up softly. The brunette looked over at her, but she had her attention focused on her food.

"Why was he looking at me so angrily?" the girl whispered worriedly. "Did I do something wrong?"

"It's not you, Cat," the blonde man sighed. "It's Tasha. She wasn't always a S.H.I.E.L.D. agent."

Caitlin blinked her eyes. "Okaaayyy," she drawled uncertainly.

"What he means is, my past sometimes haunts me," Natasha said quietly. "I used to be an assassin. I've killed some people that were known to others here, and they don't appreciate me being here."

"Oh." Caitlin glanced down at her food and then back up at her friend. "Did you kill any S.H.I.E.L.D. agents?" she whispered.

Natasha nodded slightly in response.

Caitlin returned to her food, chewing thoughtfully again. "Well, the way I see it, you're an Agent now and doing good, right? So that balances out the bad you did."

Clint barked out a laugh. "See, now if everyone would think that way, the world would be a better place."

"But it isn't, and it doesn't work that way," Natasha replied neutrally. "I work every day to erase the red in my ledger. Some will never see that."

"Well, then, they're idiots," Caitlin declared firmly. "You're my friend, and I can easily see you're a good person. Um, we are friends, right?" she amended worriedly, afraid she'd overstepped her bounds.

That earned a slight smile from Natasha and a hearty laugh from Clint. "Yeah, Cat, we're friends," the muscular blonde affirmed. "Besides, anyone who can beat my range time and Tasha's combat skills, I want to stay on the good side of."

Natasha snorted, smiling more widely. "She didn't beat me, you ass."

"Oooh, I scored pretty close to the mark though for you to call me an ass, didn't I?" he smirked gleefully.

Caitlin laughed along with the others. "I'm glad I met you guys," she sighed happily.

An hour later saw the three exiting the elevator on the fourteenth floor. "So you both know Dr. Banner already?" Caitlin asked curiously.

"We do," Natasha smirked. "Same way we know Cap, Stark, and Thor."

Caitlin's eyebrows furrowed, as she pondered the information received with her resident personalities, and the other two walked alongside her waiting for her to connect the dots.

Suddenly the petite brunette stopped dead in her tracks, an incredulous expression on her face. "He's… the Hulk?"

"Bingo," Clint smirked over his shoulder, gesturing for her to keep up. Caitlin hurried forward, still in shock. "He's a good guy, though. Just with some anger management issues."

"Stop that," Natasha chided gently. "Bruce is one of the best, Cat. You'll be in good hands."

They entered through the door to the lab, and Caitlin was surprised to see such an unassuming and bespectacled man wearing a simple plaid shirt and jeans absorbed in some readings on his tablet.

"Hey, Doc," Natasha called out warmly. "Your seven o'clock appointment is here."

"Tasha, Clint!" the man greeted them enthusiastically. He had a somewhat reserved manner, but gave both of them a friendly hug without hesitation. "Ah, and you must be Miss Brown, then."

"Yes, sir, um, Dr. Banner, sir," Caitlin replied cautiously.

Bruce sighed and glanced at the other two smirking agents. "Told her already, did you?"

"Hey, she figured it out for herself!" Clint protested, his hands raised defensively. He still didn't lose the smirk, however.

"Right," the doctor chuckled good-naturedly. He turned back to Caitlin to address her. "Despite what these two characters might have told you, there's no chance the Other Guy will spontaneously make an appearance, alright? Just you and me, running a few tests. Unless you'd rather Natasha or Clint remain behind?"

"Um, well…" Caitlin hesitated. "Could they both stay?" she finished in a small voice.

"Of course they can," he replied with an understanding smile. "Alright, so I have your file here from your physicals, and the Director just sent me over the rest of your profile. It's… fascinating, really." He turned and placed the tablet on the countertop next to him. "So, let's start with some bloodwork, alright?"

He had to find a big enough gauge needle that would penetrate her tough skin, for which he apologized profusely when the brunette eyed it fearfully. Next he did some skin cell cultures and worked up a full physical profile of her respiration and heart rate, both at rest and while running on a treadmill.

"Well, the good news is, you're definitely healthy," Bruce mused about an hour later. He pushed his glasses up on his forehead and rubbed at his eyes. "But I'm still not quite sure what it is that makes your transformations happen…" He dropped his glasses down as his face lit up with inspiration. "Let's try another track, while the special tests are running on your blood. What if you went ahead and transformed, and I check you then as well."

"Okay, sure," Caitlin replied agreeably. She glanced over at Natasha and Clint who were waiting patiently against the wall. "Um, just to be clear, I'm naked when I change back. Fair warning."

"Right, I'm out," Clint reported with a grin. He walked out of the lab, calling out over his shoulder, "Be right outside!"

Natasha smirked at Caitlin's raised eyebrows when she made no move to leave. "I've seen it before, _kotenok koshka_."

Caitlin grinned back at her, but also furrowed her brow. "What was that you called me?"

"Means 'kitty cat' in Russian," Natasha explained with a chuckle.

 _Huh. That's actually kinda sweet._

With a twitch of her pert nose she turned around and transformed into a small black feline again. Purring, she rubbed up against Bruce's legs.

The scientist laughed as he bent down, giving her a pet before picking her up gently and placing her on the countertop. "That is remarkable," he said musingly. "Much faster and more seamless than mine, from the recordings I've seen of me anyway, and no pain involved, correct?"

Caitlin the cat let out a soft _mewl_ and gave his fingers a lick.

Chuckling, Bruce proceeded to extract a small sample of blood as well as a skin sample, then listed to her vitals.

"Miss Brown, is there any way you might be able to stop purring long enough for me to hear your heartbeat?" he asked absently while pressing a stethoscope to her ribcage.

"She really likes this form, Doc, from what she's told me," Natasha laughed. She moved up to the counter. "She is pretty adorable like this, isn't she?"

Caitlin managed to still herself long enough for Bruce to take his readings and jot them down, then run a few comparisons to baseline. Natasha took advantage of the pause to start running her fingers through Caitlin's fur, causing the feline to stretch and purr enthusiastically.

"Alright, well from everything I can tell, in this form she's just like a regular member of the Felis Silvestris Catus family. Everything, including her skin." He peered down at Caitlin, who was now sitting up attentively, though swishing her long tail. "So keep that in mind, you're no tougher than a common housecat while like this, okay Miss Brown?"

She flicked her tail once more and then transformed back into a teenaged-looking girl, sitting on top of the counter and swinging her feet. "That's kind of interesting, actually," she mused. "Because I think my other form is even tougher than this one now. At least, it should be, based on how Eric was."

Bruce blinked his eyes and turned to Natasha. "She really had no modesty, does she?" he asked.

"Nope, none at all Doc," Natasha chuckled. "You should have seen Fury's face when she pulled that in front of him."

"I can only imagine," Bruce laughed before turning back to Caitlin. "So, your other form, that of a panther, can you show me that now?"

She nodded and hopped back off of the counter, twitching her nose again before smoothly becoming a sleek, muscular panther. She gave a throaty purr and swished her tail like the smaller version of the giant cat.

"Remarkable," Bruce breathed, crouching down and running his hands along her flank. "Perfect form. Alright, let me try for some samples…"

Unfortunately, her hide was indeed thicker, and resisted any attempts to withdraw blood or tissue samples. He managed to coax her mouth open and drew from inside her cheek, causing her to whine.

"Okay, I think we have what we need now… Go ahead and transform back, Miss Brown, and if you don't mind clothing yourself again you can bring Clint back inside."

She did so and shrugged her clothes back on. "By the way, Dr. Banner, you can call me Caitlin. Or Cat, if you like."

Bruce grinned at her. "Very appropriate. Alright Cat, but only if you call be Bruce."

They waited around another half hour while Bruce finished running his tests. Caitlin, Clint, and Natasha sat on a vinyl couch while Clint regaled them with an outlandish tale of one of his early missions to India. He had just finished the story, which had Caitlin giggling, when Natasha glanced up with concern. "Something wrong, Bruce?"

The doctor was walking over to them, his eyebrows furrowed and reading his tablet. He pulled up a chair while flipping back and forth between a few pages, Caitlin waiting on the edge of her seat anxiously. Her enhanced hearing could tell that his heartbeat was slightly elevated, though it had been running faster than either of her friends since she'd entered.

Finally he set the tablet down on his lap and rubbed the bridge of his nose. "Alright, Cat, I still don't have a firm grip on how exactly it is you can transform. I see some genetic changes there, much more code packed in there than is necessary. I'm not a geneticist, however, so my analysis of that is only rudimentary."

He leaned forward and looked her in the eyes, his dark eyes warm and sympathetic. "One of the things I am, however, is a biochemist. And I did find something of note."

"What is it, Bruce?" she whispered nervously. Somehow she'd found Natasha's hand in her own and was squeezing it tightly.

"Your aging process is greatly slowed. I think, just from a general observation, that the laboratory you came from wanted a specific type of person, one who could infiltrate as a teenaged girl, and they needed her to stay that way."

Caitlin blinked. "How… how slow are we talking about?"

Bruce sighed. "From what I can tell, you will only age one year physically while between ten and fifteen years pass."

She sat back, looking at him blankly. _Did he say… ten to fifteen?_

 _/Don't freak out, Cat.../_

 _Ten to fifteen? Fucking ten to fifteen years to age one year?_ She was physically trembling at this point as the reality of what the scientist disclosed crashed upon her. _I'm going to look like a fucking teenager for the next, what, forty to sixty fucking years? Is that what those fuckers at the lab did to me?_

Dimly she could tell that Chris and Eric were trying to reassure her, but she blocked them out. So many things were evident to her now. She was stuck like this for the foreseeable future. Always treated like a kid, just like now even though her combined experience from the others made her more mature than a regular teenager. And what about Lisa? How long would she want to be around someone who didn't seem to age?

Eventually she realized that both Bruce and Clint were trying to reach her as well, but it was Natasha that brought her back down to reality. The redhead had her arm wrapped around her and had Caitlin's head tucked into her shoulder. She was murmuring into her ear, mostly in Russian, though she did catch the words _kotenok koshka_ a few times.

The petite brunette blinked her eyes, surprised to notice she'd been crying. "I'm… I'm sorry, guys," she whispered hoarsely as she sat back up. "I don't know what happened. I think I just… went somewhere for a minute."

"Cat, you were practically comatose but with your eyes open for ten minutes," Bruce said carefully. "How are you feeling now?"

"Better," she nodded her head shakily. "I'm… yes, I'm better now, just… a bit of a shock. It's, well, disheartening that I'm going to be treated like a teenager for a very long time."

"Listen to me," Natasha said firmly, turning Caitlin so that she was looking into her intense green eyes. "Most women would kill to keep the bodies and metabolism they had as teenagers."

"Really?" she asked curiously. "Why is that?"

"Because most women are vain creatures," Natasha replied softly. "They only care about appearance. You are definitely not most people, _kotenok koshka_. And when people get to know you they will see past your physical appearance and recognize the woman that you are."

 _/She's absolutely right, Cat. You know how remarkable you are. Other people will see it too./_

"Thank you. Everyone," she stressed, including Chris in that as well. "This will take a little getting used to. But it's not like I have a choice, do I?" She laughed a bit ruefully. "So. At least twenty years until I can get a driver's license, right?"

"I told you before, Cat," the redhead chuckled. "Identification is easy. We'll get you set up once you're fully in the organization. You'll just be a very young-looking twenty-one-year-old."

Clint laughed as well. "At least you usually won't have to worry about getting hit on too often. Most guys won't risk jail-bait."

"Oh, you'd be surprised," Natasha replied with a roll of her eyes.

 _Jail-bait?_

 _/It's illegal in most states for someone older than eighteen to have sexual relations with someone who's sixteen. That's generalizing quite a bit, but you get the idea./_

 _Oh. Well, that's good then. 'Cause I already have a girlfriend._

"Well then," Bruce stated as he got to his feet and set his tablet down. "I don't need to get this writeup to Fury until the morning. And it's not like I can ping any of my geneticist colleagues this late. What's there to do around the helicarrier?"

"We don't have much of a nightlife, Bruce," Natasha smiled as she got to her feet as well. "But, as I understand it, Cat here has a list of movies she needs exposed to. Thought maybe we'd find an empty lounge and see what's on the catalogue."

"Well, Firefly is at the top of the list," Caitlin explained as they headed towards the exit. "But that would take awhile. I suppose we can see what's available."

"I heard the Bourne series were pretty good," Clint remarked.

"True, but the last one had a different actor, I don't think it was as well done," Natasha replied.

"What, The Bourne Legacy?" Bruce interjected. "No, that one was really good, I enjoyed it."

Caitlin smiled to herself as they all waited for the next elevator. _Kyle, tell me, Bruce is one of the trustworthy ones as well, right?_

 _[Trust for now. But he'll leave, doesn't trust himself.]_

 _Oh. Well okay, I'll just enjoy the time we have together. I'm lucky to have made the friends I have here._

 _/True enough, Cat. True enough./_

"Hey, Natasha," Caitlin interjected thoughtfully as they entered the elevator. "Do you think Commander Hill might want to join us?"

* * *

 **A/N:** I don't know if I'm contradicting canon or not by having Banner available for consult aboard the helicarrier post-Avengers movie. Also this ran a little bit over, so I didn't fit Jean Grey's second appearance in. We'll have to wait for another chapter! (Not the next, actually, but she pops up in Chapter 6.)

Story idea props to **BeForeverYoung** for _Confessions of an Angel_ for the range training.

And hey, I gots reviews! Yay, happy dance! Many thanks to **ShigureAyameHatoriFanClub** and an anonymous reviewer who suspiciously sounded like my old friend **theradvlad** , though if I'm wrong on that last I do apologize. Also, one of my lovely Betas is struggling to keep up with my writing schedule and lengthy chapters this time, but I appreciate the effort **KellyConnely**!

And thank you all for reading so far! Drop me a note or review and tell me how I'm doing, or if there's anything else you'd like me to include!


	5. Chapter 5

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

"...And afterwards, well, I just wasn't having any more of _that_ ," Lisa burbled over the video chat. "So I thought to myself, what would Cat do? And then I just _knew_ I had to stand up to her, and I did! I told her I wasn't gonna put up with her shit anymore, I'm a high school senior now too and she can't just bully me around!"

Caitlin leaned forward with a grin. "So what happened?"

"Well, at first it looked like she was gonna punch me," the raven-haired girl admitted, "but I wasn't backing down any! And I guess she just decided I wasn't worth the effort, or maybe she thought of someone else to bug, or something like that, but she left me alone! And she hasn't picked on me for the whole week now! Isn't that cool?"

"The coolest," the brunette agreed with a chuckle. "I'm proud of you, Lisa, really I am."

"But enough about me, your life is way more interesting!" Lisa exclaimed.

"No, don't go saying that," Caitlin protested. "I like hearing about you and what you've been up to, okay?"

Lisa blinked her eyes owlishly. "But why?"

"Because I care about you, dork!" she grinned back.

"I'm a dork?" her girlfriend protested. "I'm not the one who still can't figure out how to use a smartphone!"

"Hey now, I took a class on it today!" Caitlin defended herself weakly. "I'm starting to pick up on that kinda stuff, it's just… sometimes I need reminded how to open it, I have trouble sometimes getting used to the swiping thingie."

Lisa snickered loudly. "Such a dork," she sang out cheerfully.

"Am not," Caitlin laughed back. "Besides, I have a mission tonight!"

"Shut! Up!" Lisa screamed. "You do not! You have an honest-to-God mission?"

"Yep, well it's just a simple one really, I'm not usually going to be doing stuff on my own," Caitlin explained. "I'm just filling in for someone, doing a handler kinda thing. It's no big."

"It so _is_ a big!" the excitable girl squealed. "This is _so_ very big! Words cannot _describe_ the bigness!"

"And yet I think you could if you tried," she snarked back.

Lisa leaned in, whispering conspiratorially. "Can you tell me who it is?"

"No, not yet. Maybe afterwards? I dunno, I suppose if nothing happens then it's not classified… I have to ask about that."

"Anyone famous?"

"Um…" Caitlin looked away from the camera, smiling slightly.

"It is! I knew it, it is!" Lisa spun around in her chair once before catching herself again. "Can I guess? Oooh, is it Johnny Storm?"

"Stop that," the brunette chided gently. "No you cannot guess. I can't tell you. Agent, remember?"

"I know, I know," she sighed back. "I just have to let my imagination go wild… "

It'd been a very busy week for Caitlin, and she was happy to finally have the time to talk with the girl residing all the way across the country. Aside from sparring and training with Natasha, she'd done more specialized training, classes, and examinations before finally being accepted into S.H.I.E.L.D. as a Level 3 agent. She was perplexed initially by the higher ranking, but Natasha explained to her that it was due to her abilities. Despite her teenaged physical appearance, she was obviously destined for fieldwork, though more often than not as part of a team wherever her talents could be useful. Those abilities of hers, incidentally, were classified as Level 7, so to most agents she was just another skilled member of the club.

Lisa piped up once more, changing the subject. "Oh, hey, didya get to meet with that nice psych lady again?"

"Oh, yes, Dr Jean Grey, she's been a huge help. I've had a few sessions with her, and I've got another scheduled tomorrow. I think it's helping us all work together."

Lisa peered at her with a curious expression on her face. "Hey, Cat… um, do those other guys, Chris and them all… so do they like me?"

"You are such a loon," Caitlin said affectionately. "Of course they do. Who wouldn't? But you're my girlfriend, and I love you, and they know that, they're all very happy for us."

"Well, okay then," Lisa cheered, grinning foolishly. "And, by the by, I like hearing you say that."

"What, that I love you?"

"Yeah. That. I love you too, ya know?"

Caitlin smiled at her softly. "Yeah, I do know. I gotta get going now though, okay? Maybe I can email you when I get back, let you know how it went?"

Lisa grinned. "That, or I'll just be glued to YouTube waiting to see what trouble you're gonna get in…"

"Not everything I do ends up in disaster!" the brunette squawked.

"Sure, sweetie, you keep tellin' yourself that," Lisa snarked. She gave a wink and leaned forward, blowing a kiss at the camera. "Be careful, honey. Love you."

"Always. Love you too."

After she signed off Caitlin stretched her arms above her head before tugging her tee shirt off. She stood and glanced over at her bed where her outfit for the evening was laid out.

"I'm going to feel so ridiculous in this getup," she huffed irritably.

 _/You'll be fine. It's what agents wear./_

 _Wish I could just wear a sundress._ She knew she was being grumpy, mostly just to cover up her nerves. Despite what she told Lisa, she was desperately afraid she'd screw this up, not only her first assignment but her first solo mission as well.

Her email dinged at her and she turned at the distraction to see a new message from Bruce Banner. She quickly opened it and skimmed through his recent findings on her physiology. Not much was new in there from his earlier research from two days ago, he could confirm again that she would be able to resist most known poisons and diseases, but he was also now able to determine that alcohol wouldn't affect her negatively either. "Not that I'm going to look like I'm of drinking age for years and years to come," she scoffed lightly. She sent off a quick 'thank you' before closing her laptop.

Surrendering to the inevitable, she pulled her clothes on, with a little guidance from Chris, and then turned to look in the mirror on the back of the bathroom door. Her petite frame was fitted perfectly into the black business suit which gathered nicely at her waist, though instead of a shirt and tie she wore a crisp white blouse that she left open for the top three buttons.

 _/You actually look pretty grown-up./_

 _Really, you think so?_

 _/Definitely adds some years to you. Maybe if you put your hair up in a bun?/_

 _*Dude, you want her to look like a spinster? No, leave it down.*_

 _/How do you even know what a spinster is, Eric?/_

 _Guys, save it. Ponytail works fine, okay?_

With a quick twist she had her hair up and out of her face. She slipped the flats onto her feet, surprised at their comfort. _I could get used to these._

Another fifteen minutes saw her waiting somewhat impatiently in the briefing room for her transport. She wasn't going far, just a short hop into New York City for the evening. The diminutive girl fidgeted restlessly in her seat until her name was called out from the doorway.

"Agent Brown, I'm Agent Carmichael. Come with me please, your transport is waiting."

"Oh, yes, thank you!" She hopped up and followed the man out the door and across the deck of the helicarrier to where a quinjet was waiting. It took off as soon as they were aboard and seated.

Caitlin took a second to take in the man across from her. He was lean and olive-skinned, tanned as if from many years spent out under the sun. His close-cropped hair was black but beginning to grey at the temples. He gave her a friendly smile as he settled back.

"I understand this is your first mission, Agent Brown. Do you mind if I go over the parameters again with you?"

"By all means, please do, Agent Carmichael," Caitlin said without hesitation. "I'd really appreciate it."

"Nervous?" he chuckled. "Don't be, this will be an easy one. The target and his girlfriend are no longer under high threat after the incident that already passed with the Mandarin. Still, as a precaution for the time being we're keeping an eye on him when he goes out without the suit. Just stick by his side for the evening until he gets from the gala back to his residence."

"And do you know yet how he intends to travel, sir?" she asked.

"He'll be on foot from the gala entrance for a block until he can reach the limousine, and then the limo will pull up into the underground garage for his building. Just get him up to his quarters and then you can call for pickup. He's got very adequate security at home." He pulled out from his bag a clip-on holster with the standard-issue S.H.I.E.L.D. firearm tucked within. "Here's your sidearm, I checked it out for you already."

Caitlin nodded nervously as she accepted the gun, verifying the magazine and full chamber before slipping it behind her waistband. She was actually going to meet _the_ Tony Stark. She again wished very fervently that she wouldn't screw this up somehow.

"Hey," Agent Carmichael said softly. "He's just a guy, don't get intimidated, okay?"

"Right." Caitlin flashed him a grateful smile as the quinjet lowered to the ground. "Thank you, Agent Carmichael."

"Good luck, kiddo," he smiled as she rose from her seat. "And don't let him get to you, alright?"

"Um, okay," she replied, nonplussed. The ramp behind her lowered and she exited the quinjet, skipping forward to get clear from the jet wash. She turned to watch her ride take off again. "Well, alright then," she murmured to herself. Pressing her hand to her ear, she activated her comm unit.

"This is Agent Brown, checking in. I'm on the ground, proceeding to target."

The female voice came back clearly. "Affirmative Agent Brown, we read you. Good luck."

Caitlin smiled brightly. "Thanks Maggie," she replied softly.

Her former fellow recruit lowered her voice. "Knock 'em dead, girl."

Caitlin giggled quietly to herself and jogged off towards the giant, lit up building that was hosting the charity gala.

The towering glass structure hosting the gala was the Museum of Modern Art, and the portion in question for this evening was called, humorously enough in Eric's opinion, the Agnes Gund Garden Lobby. He hadn't stopped chuckling about the name since she'd heard it.

She strode up the steps determinedly and entered through the giant glass doors to be greeted by several security guards.

"Invitation, please," one of the bulky, shaven-haired men said firmly.

Caitlin gave a smirk and withdrew her freshly-minted badge. "Agent Brown of S.H.I.E.L.D., I'm Mr. Stark's escort home."

The man looked her up and down incredulously. She gave a sigh and rolled her eyes. "Yes, I look young, yes this is a genuine ID, if you want to call into Control be my guest. That's why I arrived early."

"Um, yes ma'am, one moment please," the guard replied as he moved off to do just that.

 _/Well, we figured this would happen, right?/_

 _I know, I know. And it's just something I'm going to have to get used to. Like, for a really, really long time._

 _/Exactly. No use in getting irritated over it./_

 _Oh, I can get irritated all I want, it just won't do any good._

After only a few seconds the guard returned with her badge, smiling apologetically. "Mr. Stark and Miss Potts are conversing with the mayor at this time. If you want to wait just over here, Agent Brown, you'll be sure to catch him as he leaves. Unless you'd rather join the party?"

"Oh, no, here is fine," she replied quickly. "Fewer people, sounds great to me. Thanks!"

Caitlin strode over towards the wall where several other bodyguard and chauffer-type people lounged. All the seats there were taken, so she leaned up against the wall, crossed her arms, and looked the others over. She noted with a smile that she received the same treatment, though surprisingly enough the majority of them were more of a threat assessment than checking her out as a female.

 _How refreshing._

 _*I suppose that's how you can tell who the professionals are, right kiddo?*_

 _/Exactly. The ones who dismiss you right off the bat are the ones who obviously underestimate you, mostly drivers and the like. But you can tell which ones are ex-military or government service./_

 _I think I can, yes. That one woman over there, the blonde, she hasn't taken her eyes off of me._

 _/Yeah… she's definitely checking you out, sweetie. I think you give off a vibe./_

 _I have a vibe? What's a vibe?_

 _/It's like… an aura? A feeling that you give to other people?/_

 _*How about energy?*_

 _/Okay, we'll go with energy. You give it off, maybe, telling other women that you're, um, into women./_

 _I do?_ She frowned and looked down at herself. _Is it the suit?_

 _/Cat, no, it's not just the_ _suit.../_

After only another fifteen minutes there was a commotion as a group of people approached the entrance. Paparazzi and photographers and reporters vied for position around a tall, elegantly suited man with rakish hair and a smart-looking goatee. On his arm was a willowy woman with long red hair, wearing a brilliant blue dress.

 _Showtime._

She straightened her trim jacket and used her small stature to slip through the milling crowd until she was at Stark's elbow. "Mr. Stark," she called out loudly. "Agent Brown of S.H.I.E.L.D., I'm your escort home."

Tony Stark turned his head, frowning, before directing his gaze downward. "Pepper, I don't remember signing us up for junior scout service," he quipped.

"Tony, be nice," Pepper smiled as she extended her hand across his chest. "Virginia Potts, pleased to meet you."

"Ma'am," she replied politely, shaking her hand firmly.

"Seriously, you're an agent?" the man mused as he ducked through the glass doors, trailing flashing cameras like a mother duck leading her bright ducklings along to the pond. "I feel old now. Pepper, am I old?"

"Very much so, Tony," his girlfriend grinned.

"Do you have identification, young Agent Brown?" Stark queried. "You could just be some random kid in a suit for all I know."

"Sir," she replied, pulling her badge out for inspection. He peered at it, and she realized from his breath that he'd been drinking considerably, which might explain his surliness. Then again, there might be a reason why most other agents who had seniority turned this particular assignment down.

 _[Another one you can trust, but for all the wrong reasons.]_

She let out a sigh. _I swear Kyle, sometimes you sound like, I dunno, an oracle or something. Can you ever just say something plainly when we're not in combat?_

 _[Not really, no.]_

 _Okay, then. Glad we cleared that up._

"Well, kid, I'm going to assume it's genuine," he muttered. "Still don't know why they saddled me with you, but what the heck, maybe Fury is playing a joke. Do you know why you're here?"

She gave an unconcerned shrug as her eyes roamed about the sidewalk they were now travelling down as they left the milling crowd behind. "I'm the newest agent, so I got stuck with the assignment."

Pepper snickered. "See Tony, word of your overpowering ego travels fast."

Caitlin decided she was going to get along just fine with Miss Potts.

While Tony indignantly defended his sizable ego, the diminutive brunette noticed a van pulling up just ahead. She stepped slightly to the side as four masked men jumped out and approached them.

Tony quickly moved in front of Pepper, which Caitlin found admirable, but then spoiled it when he stated, "Right, kid, get behind me."

She rolled her eyes irritably, kicked her flats off and launched herself at the four men.

Within a matter of seconds all four were on the ground, moaning or unconscious. Two suffered from broken legs, one had both arms broken as he was stupid enough to try and grapple with her, while the last was likely suffering from a concussion. The van took off with a squeal of tires, abandoning their comrades for safer pastures.

Caitlin dusted her hands off and straightened her suit, smoothing out the wrinkles while strolling back over to slip her feet into her flats again. Stark was looking at her open-mouthed.

"Well," he finally said, ambling forward and stepping around the bodies. "Nice work, junior ranger."

Smirking, Caitlin and Pepper exchanged winks behind his back as they resumed their walk towards the limo waiting for them. The petite brunette held her hand up to her ear. "Control, this is Agent Brown. Cleanup crew needed at the corner of 53rd and 5th, four perps, hold for attempted kidnapping of target. No shots were fired."

"Roger that, Agent Brown, cleanup team en route," Maggie replied with obvious mirth. "How did I know your first mission would be eventful?"

"Just lucky like that, Maggie," she quipped. _At least this won't end up on YouTube. I hope._

They arrived at the limo without further incident. Caitlin waited by patiently while Stark and Pepper entered through the door held by another man, somewhat burly and eyeing the diminutive brunette with suspicion.

"I don't know you," he stated brusquely.

"Sorry," Caitlin smiled politely, fishing her badge back out again. "Agent Brown of S.H.I.E.L.D."

"Happy, it's fine," Stark called out impatiently from inside. "Let the junior scout inside and let's get moving, chop chop!"

Caitlin rolled her eyes irritably which caused the chauffeur to chuckle. With a nod she slid in across from the couple as Happy closed the door behind her, got into the driver's seat, and started them on their way through the busy downtown New York City traffic.

"So, Agent Brown," Pepper began invitingly. "How long have you been a S.H.I.E.L.D. agent?"

"Um, well," she stammered slightly, embarrassed by the squeak in her voice. "A week now."

"So not only just out of kindergarten, but wet behind the ears as well," Stark sighed dramatically.

 _I'm really beginning to despise this man._

 _/Keep your cool.../_

"Still," he continued, oblivious to the daggers her eyes were shooting at him, "you did pretty well back there. 'Preciate you taking care of them for me, didn't have to get my favorite Armani all mussed up."

Pepper quirked her eyebrow at him. "Really?"

"Uh, hello, superhero here," he replied with a smirk. "Only four guys? Must be amateur night. No offense, Very Special Agent Brown."

"Just Agent Brown, Mr. Stark," she gritted out.

"Tony, if you can't be polite you can walk the rest of the way," Pepper interjected primly.

Tony scoffed. "I don't know what you're talking about," he said loftily. Just then his phone buzzed. "Ah, saved by the bell," he quipped and pulled it out to answer.

The elegant redhead shook her head wearily before shifting across to sit next to Caitlin. "He's not usually such a boor," she whispered in explanation. "After everything that's, well, happened lately, he tends to go a little overboard with the sarcasm and humor."

Caitlin gave a noncommittal grunt. "Natasha could have warned me about him," she grumbled under her breath.

"Oh, so you know Natasha Romanov already?" the other woman asked, smiling. "She's a dear heart. Keeps the other Avengers in line."

The lithe brunette grinned widely. "Yes, I can see how she might."

"So tell me about yourself, Agent Brown."

"Um, actually, if you like, you can call me Caitlin, or just Cat," she replied shyly.

Stark paused in his conversation and held his hand over the phone. "Do I get to call you Cat?" he asked mischievously.

"No, you don't." Caitlin huffed out. "Go back to your phone call, Mr. Stark."

He chuckled merrily. "No respect from the hired help," he chortled before removing his hand again.

"Anyway," Pepper laughed softly, "you do look awfully young, though very dashing in your suit there."

"Oh, thank you," Caitlin blushed. "I'm, well… yes I do look young. It's complicated, actually."

The other woman sighed, leaning back and giving her a considerate look. "You're not giving me much to go on, here."

"I'm sorry, Miss Potts," she murmured, frowning. She really didn't want to offend the woman as she'd been nothing but nice to her so far. Unlike her companion.

"None of that now, Cat. You get to call me Pepper," the redhead smiled.

Once again Stark placed his hand over the phone. "Are we really at that stage now, first name basis? You don't let me call you Pepper most of the time."

"That's because most of the time I'm working," the woman snarked back, making shooing motions with her hands. He rolled his eyes in response and went back to his call.

"Is he always this… um… insufferable?" Caitlin asked.

"Most of the time, yes," Pepper laughed. "Alright, Cat, I'm going to start asking pointed questions now since you refuse to open up to me."

"Let the interrogation begin," Stark groaned as he hung up the phone.

"Hush, you," she admonished. "Alright, then. Do you have anybody in your life? A boyfriend maybe?"

"Oh! Well, I have a girlfriend, actually," Caitlin replied cheerfully. "She lives out in San Francisco."

"Land of the granola-eaters," Stark muttered. "Not that I should talk, I suppose I'm one as well."

"You own property in Malibu, you definitely count as one," Pepper smirked. "So, Cat, where did you two meet?"

"Um…" She blushed slightly, knowing how this was going to sound and dreading Tony Stark's reaction. "Summer camp," she finished in a small voice.

"I knew it!" Stark shouted triumphantly. "You're a Girl Scout! Is this the new uniform nowadays? Can I order some Thin Mints from you? I love those, especially after they've been frozen..."

The conversation rapidly went downhill from there.

Thankfully, it wasn't long before they were at Stark Tower. Pepper invited Caitlin up for drinks, over Tony's protests, but the brunette politely declined, deciding that much more time spent in Stark's company would likely result in violence. She wandered outside and breathed in the clean, crisp air, absent the usual choking exhaust fumes she normally encountered in the city.

 _/Well that was… disappointing./_

 _Not sure what I expected really, but yeah, he was a bit of an ass, wasn't he?_

 _*Pepper was nice.*_

 _/True. And she gave us her business card. You should send her a 'thank you' email for making the evening tolerable./_

Caitlin gave a soft snort of laughter as she brought her hand up to her ear. _Wasn't all that terrible, I got to beat up some bad guys, that was fun._

"Control, Agent Brown again, target safely home. What's my pickup location?"

It was a male voice that came over this time, one she didn't recognize. "Roger that, Agent Brown, proceed to Central Park to meet your transport."

"Affirmative Control, thanks." She quickly got her bearings and headed off towards the heart of the city.

 _I suppose it makes sense, closest place with enough room to land._

 _/What about the landing pad on the top of Stark Tower?/_

Caitlin paused mid-step, resisting the urge to smack herself in the forehead. _Well, that was dumb of me. Still, that'd mean I'd have to endure Tony Stark longer._

 _/True. But in any case you could have just called for a cab, you know./_

 _Oh where's the fun in that? We get to enjoy the city while we're not being chased. Oh, damn, I should have waited to call for pickup anyway._

 _/Why's that?/_

 _I'm in New York City! I could have called Jessica Jones and gotten in touch with her._

 _/Well, I suppose there will be other times.../_

Chris' voice trailed off inside her head as a group of older teenaged girls, obviously from out of town, walked towards her. They were chatting excitedly, possibly about a play they'd just returned from. For some reason Caitlin's vision was fixated on one of them, a girl with light cocoa-colored skin and long, curly black hair pinned back artfully. She was bundled up in a stylish blue coat against the fall season chill and had a pink skirt peeking out underneath.

Caitlin pulled to a stop unexpectedly as she watched the girl walk by. The other teen seemed oblivious to her stare, and she didn't quite understand it herself.

 _Do I… Do we know her? Why am I staring at her?_

 _/Stephanie.../_

The word was barely a whisper across her consciousness, but it was full of anguish and longing. She sucked in a quick breath as the import of the teenaged girl hit her like a hammer.

 _Chris… Oh, God, was that your daughter?_

He didn't answer her in words, but his dark despair carried through clearly enough. She supposed he'd been able to suppress it, keeping focused on her own well-being, but Caitlin staggered to the side as the full weight of his emotions crashed down upon her from seeing the physical reminder of what he had lost.

 _Chris, please… you've gotta… please calm down, I can barely breathe…_

 _*C'mon, Chris, ease up, man, keep it together!*_

Dimly in the recesses of her mind she could hear Kyle ranting alongside the pain emanating off of Chris. _[Lost, we lost everything, life and light, all gone, gone…]_

Even leaning against the building she couldn't keep her eyes off of Stephanie as she walked away with her friends. Eventually she went around the corner and out of sight.

 _She's gone now, okay Chris? I'm sorry, I really am… but c'mon buddy, you've got to… got to…_

There was a rushing in her head now, like the sound of a waterfall crashing on top of her head. She screwed her eyes up, clutching at her temples with both hands and gritting her teeth.

 _Please, Chris, hang on…_

 _*Cat…*_ She heard Eric call out to her as if from a distance before his voice faded away. The roaring noise faded as well, until it was finally quiet.

And empty.

 _Chris?_ she thought worriedly. _Eric? Kyle?_

There was no response, no feeling of the presences she'd grown so accustomed to. She felt like an empty eggshell, fragile and barely holding herself together.

 _What do I do? How can I… I don't know what to do! Guys, please, please answer me!_

Her pleas went unanswered, echoing through her mind as if across a vast chasm. She was on the verge of hyperventilating, but with an effort forced her feet to move forward back on course for Central Park.

 _I've got to… got to get back… I can't fall apart here, get back…_

Ignoring the stares from tourists, though the locals gave her no mind, she staggered into the park and down a path towards the heart of the wooded area. Before long her ears picked up the approach of a quinjet, and she followed the sound to where it landed a short distance away.

Approaching the ramp, she shook her head at herself, gathering her wits about her. _Stay focused, just get up, get back up there and deal with it then, stay focused…_

"Agent Brown, welcome aboard," she was greeted by a flight crewmember. "Um, are you alright, ma'am? You're looking a bit pale…"

"I'm… fine…" she murmured. "Just need to… get back to the helicarrier, please…"

"Yes ma'am, that's out next stop," he replied politely.

She didn't register the flight at all, just kept her head down and her eyes closed, repeating the mantra to herself. _Stay focused, keep it together…_ The traumatized brunette girl tried not to flinch every time the words rang hollowly through her head. _Keep it together…_

Finally they touched down and Caitlin departed the quinjet, mumbling her thanks before hurrying across the flight deck. She lurched through the nearest hatch and fled down the stairway, pausing to get her bearings.

 _Where am I, where am I going… Natasha, she could help, tell me what to do… God, please guys, talk to me, anything, just… please say something…_

Dimly she worried that Chris might have served as the anchor for both Eric and Kyle. With him gone silent, the others lost their voice as well. She desperately tried to clamp down on her panic, concentrating on finding someone with a high enough clearance that she felt comfortable enough going to who would understand her problem.

After an indeterminable length of time she finally came across Natasha's bunk and tapped on it timidly. After getting no response she tried again, harder, but again there was no answer.

 _Alright, don't panic, keep it together… Clint, we'll try Clint…_

Unfortunately she had just as little luck at his room.

 _Okay, starting to panic now… breathe, just breathe, stay focused, there has to be someone… Okay, last ditch, we try Commander Hill, I don't know her as well, but that's better than going to Director Fury, I can't… can't let him see me like… this… Oh, God…_

She sucked in a breath and let it out, slowly, blinking back her tears. With Chris silent she felt rudderless, lost and adrift on a cold and barren ocean. He was her moral compass, her conscience, and she was unable to trust herself much less anyone other than those Kyle had indicated previously.

 _Maybe I can find somebody, who can get me in touch with Jean Grey… or Dr. Banner… someone… who can I trust? Who else can I tell?_ She moved along the corridor with her head downcast and her hair, loose from its ponytail, obscuring her face, not wanting to let others see her haunted eyes. _Please be there please be there please be there please please please… Stay focused, keep it together…_

She finally ended up outside Commander Hill's office. Unlike most other quarters, hers was a combined suite with a bedroom off of it, similar to Director Fury's. Her hand poised over the intercom, praying for the Commander to be home.

She let out a small whimper before pressing the button, ignoring the fact that the display next to it indicated that she should not be disturbed. _Please, Chris… please say something..._

The speaker in the access panel next to her head crackled to life after a moment. "Who's there?" she heard Maria ask. In her anguish she didn't notice that the woman's voice was a bit strained and breathless, but even if she had likely she would have forged ahead anyway without Chris to guide her.

"Commander Hill, it's Agent Brown," she said quickly, trying very hard to keep the panic out of her voice, but dimly she knew she was failing miserably. "I- I- I'm sorry to bother you, but I can't find Natasha or Clint, and I have… I've got a problem, I need to talk to someone, please…"

Caitlin cut herself off and clamped down on her turmoil while pressing her forehead against the bulkhead, attempting to reign in her emotions before they erupted right there in the hallway.

There was a muted murmur of a voice before the Commander came back on. "Come inside, Brown, and wait for me in my office."

She eagerly complied once the door slid open. As she immediately began to furiously pace the room with her arms wrapped around her middle she noted absently that it was just about as large as Director Fury's, with multiple monitors both on the desk and on the wall. All were currently blank.

Eventually a door to the rear of the office slid aside and Maria Hill entered, looking somewhat disheveled as she straightened her standard-issue form-fitting S.H.I.E.L.D. jumpsuit. "Yes, Agent?" she prompted briskly as she sat at her chair, running a hand through her hair.

Caitlin stopped her pacing and stood in front of the desk, trembling. The senior officer's intense blue eyes softened slightly at the sight. "Caitlin, it's okay, talk to me."

"I'm sorry, Commander… I just… I just didn't know who to talk to, he's gone, they're all gone and I don't know what to…"

The lithe brunette stopped abruptly as her nostrils flared. She recognized that scent that had been tickling the back of her throat, it took her back to cozy nights at camp with her limbs entwined around a naked and enthusiastic Lisa.

"Oh, no," she gasped. "Oh, she's here, Tasha's here isn't she, and I interrupted… Oh, God, I'm so sorry Commander, I'll…" Without another word she turned and fled out of the office, fighting back tears and ignoring Maria's insistent calls.

 _And now I just fucked that up, will they both hate me now? Did I just lose Natasha as a friend? I don't know what I'm doing anymore! Chris, please, I need you!_

She somehow managed to get back to her room, flying down the corridors. She was sure there would be questions later from the agents she barreled past, tears streaming down her face, but she could no longer find it in herself to care. The brunette girl stumbled in and sank to her knees, letting out a soft but keening wail as she rocked back and forth.

Natasha found her like that when she overrode Caitlin's door lock and entered her room. She quietly closed the door and knelt next to her, cradling her in her arms.

"Hey, now, _kotenok koshka_ , what's got you so troubled then, eh?" she said in her husky voice.

Caitlin flinched slightly when she felt Natasha's touch, but leaned into it gratefully. "Oh, Tasha, they're gone, Chris is gone, I don't know what to do…"

Sobbing, she finally let her emotions out as she told the redheaded agent what happened on the way back from her mission. By the time she had finished Natasha was sitting on the floor with her back to the bed and had Caitlin curled up in her lap, stroking her brown hair comfortingly.

"People handle shocks to their system in different ways," the experienced agent began slowly while Caitlin sniffled miserably into her shoulder. 'I don't think he's gone for good. I don't understand what all happened to you but it seems he and the others are pretty well entwined with you now, right?"

The small brunette nodded her head slightly. "It just feels so empty," she whispered. "Not like when I transform, that's more, I dunno, peaceful. But right now it's like I'm in a big empty room, like the size of an aircraft hanger, all by myself and it's… it's scary."

"Give it time, _kotenok koshka_ ," she replied, then cleared her throat uncomfortably. "I'm not really all that good with… emotions and such, alright? But I'm here for you."

Caitlin gave another sniff. "I'm sorry I interrupted you and the Commander," she said meekly.

Natasha cleared her throat again, the embarrassment evident in her voice. "Yes, well… let's just keep that a secret, alright?"

The girl considered that. "So… does that mean I'm higher than Level 3 now?"

"No, it just means we girls can keep a secret above and beyond S.H.I.E.L.D. secrets," Natasha smiled.

"Okay," Caitlin replied. "So… was it good?"

The redhead barked out a startled laugh and slapped her lightly on the arm. "Brat. Yes, for your information, it was spectacular."

"That's nice," she sighed. "Thank you, Tasha, I mean it. I know under that steely exterior of yours that you really do care, and I'm glad I'm one of the ones you do care about, for whatever the reason."

"Well, you're my friend," Natasha replied sincerely. "And sort of the little sister I never had." She pulled her head back to look into the girl's pale green eyes with her own intensely green ones and smirked. "Don't let it get out, though, I've got a reputation to maintain."

"Yes, ma'am," Caitlin replied happily.

The next morning the short-haired black cat stretched her back with a loud purr and sat up.

 _Okay. Fingers crossed, here we go._

She flicked her tail and transformed back into a teenaged girl sitting with her legs curled under her. Caitlin held her breath anxiously.

 _Chris?_

 _/I'm here, Cat. Sorry I worried you./_

 _*We're all here, kiddo.*_

"Oh, thank God," she laughed, sucking in a big breath and letting her happy tears fall down her cheeks.

* * *

 **A/N:** I'm still feeling my way through how the inside of Caitlin's head works. I have a solid idea of most of her powers, but it's a work in progress for other parts.

Thanks again for the reviews guys! Shout out to **ShigureAyameHatoriFanClub,** **theradvlad** , and **jalohalo123** as well as a couple of anonymous posters. Always love feedback of any sort! And thank you all so much for reading! Next chapter kicks the action up a notch...


	6. Chapter 6

**A/N:** So I didn't really post a warning for Chapter 3, but I do go into some of the Lisa/Cat relationship here in Chapter 6. Namely, mentioned sexytimes. Unlike my Firefly fanfics, which are definitely hardcore femslash at times, I'm keeping this story light on the details. Hope it won't offend anyone, but as **ShigureAyameHatoriFanClub** mentioned, love is love, right?

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

"So, Eric, how does that make you feel?" Jean Grey asked before taking a sip of her tea.

Eric sat awkwardly on the small stool, his large hands attempting to cradle the delicate tea cup. "I'm feeling like I'm about to crush this little cup," he grumbled.

Jean laughed lightly. "My apologies, here you go."

In the blink of an eye his tiny cup was replaced by an extra-large mug that had a Chicago Bears logo emblazoned on the side. The big man smirked. "Very nice, thanks Doc. But yeah, I understand where Chris is coming from. Honestly, I don't try to turn everything into a joke, it's just that, well, I don't really feel like I can contribute all that much. Kyle here has the weapons knowledge, and Chris gets to be the conscience. What do I have?"

Caitlin leaned in with a worried frown. "Eric, don't be like that. I value your input and your opinion, really I do! We all do, right guys?"

She glanced around the forest clearing. The table had been set up in a meadow with butterflies flitting about and birds chirping softly in the trees. Chris, lean and cocoa-skinned, nodded his shaved head thoughtfully, while on the other side of Caitlin, Kyle did the same but with more assurance. He was almost a mirror opposite of Chris, just as lanky tall but with a mop of dark hair and pale skin.

"I get you, man," Kyle said softly with a smile.

"Thanks, dude," Eric grinned. He then turned to Chris expectantly.

The man in question ran his hand over his scalp and sighed. "I do value what you have to say, Eric, honestly I do, it's just… I wish I didn't have to feel like I need to always be wary of you doing or saying something outlandish or inappropriate in a situation."

"To be fair, he's never done that when we've been in combat," the diminutive brunette girl reminded him.

"And need I remind you of the first evaluation session with Natasha?" Chris shot back.

Eric held up a massive paw. "No, it's fair, Cat. Yeah I screwed that one up. I'm going to work on never doing anything like that again, all right? Not when it matters. Okay?"

Chris grinned, displaying pearly-white teeth, and nodded. "Alright, then. We're cool."

Jean smiled and placed her cup down. "I think we've made excellent progress today," she declared gently. "But our time has to end for now, unfortunately."

Kyle let out a morose sigh. "Already, huh?" he asked miserably.

"Oh, Kyle, I'm sorry," Caitlin said sympathetically. "You know this is just a temporary thing."

"I know," he said softly. "It's just that… here, like this, where I have a body again, I'm whole, complete, you know? Having a body like this, even if it is all a manifestation, as you called it Doctor, it helps me forget what happened to me. I feel… calm, collected. Sane."

Caitlin brushed a tear from her eye and reached over to give the lanky man a tight hug. "I know, and I'm sorry," she whispered.

She stood up and gave hugs to both Chris and Eric, though hugging the latter was like trying to wrap her arms around a massive tree trunk, and then turned back to Jean.

"Okay, Dr. Grey, I'm ready."

Caitlin opened her eyes again in the small meditation room aboard the helicarrier that Jean reserved for their sessions. She was sitting in a lotus position across from the smiling redheaded mutant, who was in an identical pose and was just now opening her eyes as well.

"I apologize, but I really do need to leave in a hurry," the woman said as she climbed to her feet. "Same time next week?"

"Yes, ma'am, that would be wonderful," Caitlin smiled, offering her a hug as well before they parted ways, Jean towards the flight deck and the brunette Agent to her next appointment with Agent Carmichael.

Jean Grey had once again been invaluable in helping Caitlin and the rest of her residents come to terms with their situation. The episode she experienced last week, from what they could determine, was the result of a sort of mental breakdown. Chris was, indeed, the anchor for both Eric and Kyle, but more than that his very presence served to complete Caitlin in a way that served to maintain her sanity. Losing him quickly unraveled her through no fault of her own. It would take extreme psychological trauma to cause such an episode again, and now that they were all aware of it, the possibility of it happening again was remote. Still Jean advised them that the only real defense against it occurring was to strengthen their bonds as she'd continued to do in their sessions.

Since that mission a week ago she'd mostly been doing analysis and paperwork on board the helicarrier. Not that she really minded it all that much, she found herself to be fascinated by the labyrinthian maze of reporting required to be passed up through the chain of command. She honestly wondered how it was that Director Fury seemed to be able to keep tabs on everything, and she knew he really did keep on top of absolutely _everything_ going on within S.H.I.E.L.D. In fact, a few reports she'd seen that were supposedly rejected back to the field by mid-level analysts as incomplete or unworthy of attention had Fury's mark on it as it went back out, demanding a follow-up of some sort, when it never should have even have come to his attention in the first place.

She wondered, idly, if the man ever slept. Was he perchance a superhero like the Avengers, but his superpower was the ability to go for weeks on end without sleep? She honestly wouldn't be surprised by this point.

Caitlin hoped that her appointment with Agent Carmichael signaled something new on the horizon. While administrative work was vital to the operation of a large spy organization, she really wanted to get back out in the field and _do_ something. Anything. Besides which, she wanted to give Lisa more of an exciting story other than 'Filed paperwork all day' again.

She arrived at the sprawling cluster of handler agent offices. It seemed to be one of the busiest areas on the helicarrier, aside from the central training room which was busy no matter what the time of day was. She nimbly dodged technicians, agents, and clerks as they scurried about their duties. Eventually she came across an open door with Carmichael's name emblazoned upon it.

She stood in the doorway and rapped on the frame.

The olive-skinned man glanced up from his paperwork and smiled genuinely. "Agent Brown, welcome! Right on time, please come in and shut the door behind you." He gestured towards one of the hard plastic chairs in front of his desk. "Have a seat."

Caitlin complied and perched on the edge of her chair. She wore the skin-tight jumpsuit that most S.H.I.E.L.D. personnel preferred while aboard the helicarrier and had her sidearm holstered at her side. Honestly, it was comfortable enough that she sometimes forgot she was wearing it, and it was likely her favorite daily outfit. Well, aside from sundresses, but you just can't get away with wearing one of those and be taken seriously as an Agent. Not that she'd tried. Often.

"So, Agent Brown," the lean man started, rubbing his finger alongside his hawkish nose. "We've had some changes recently that I get to tell you about now. For starters, I've been assigned as your regular handler. I've also been promoted to Level 7, so I have full access to your file and associated abilities."

"Oh!" Caitlin replied, surprised yet pleased. "That's wonderful, sir! Congratulations!"

He flashed her a smile. "Thank you, Agent. I look forward to working with you from here on out. Now," he continued as he shuffled through his papers, "based on various recommendations from those higher up than me, and which I tend to agree with, I'm looking at inserting you into one of our Rapid Response Teams. They're usually four- to eight-person teams with varying specialties. I don't have any openings just yet, but give it time. That will give you some regular field work experience under your belt."

Caitlin practically bounced in her chair from excitement. "I'm very happy to hear that, sir!' she said with a wide grin on her face.

Carmichael looked over at her with a wry grin. "Really? Couldn't tell." Chuckling, he pulled out another report and set it on top of the others. "Now, as I've been read in on your abilities, I've been cleared to share a bit of personal information with you that you had requested." He flipped the paper around and pushed it across the desk towards her.

Frowning slightly in puzzlement, she picked the report up. _Requested? When did we…_ Her eyes widened as she read the first few lines and she caught the mental intake of breath as Chris registered the first name on the page. _Angela Martin._

Her eyes skimmed across the page and she felt her heart constrict. Angela and Chris' daughters, Stephanie and Sofia, had a rough time of it initially. But as of a year ago Angela had remarried to a man named Marcus Johnson. The girls kept their father's name, but Angela took the last name of Johnson.

Stephanie was now seventeen and a junior in high school, while Sofia was fifteen and a freshman. They now lived with Marcus in the suburbs of Detroit and seemed to be getting along well, both of them staying out of trouble at school and keeping on top of their grades. Stephanie had joined the school choir and Sofia was active in junior varsity sports.

 _Chris? Are you okay?_

 _/Yeah, Cat, I am. I knew Marcus, he was a good friend. I know he'll be good for them. This is… this is really great news, it is. I know they'll be taken care of. That's all I can ask for, right?/_

 _Are you sure?_

 _/I'm sure Cat, really./_

She smiled gently as she placed the report back on the desk. "Thank you, Agent Carmichael. And please, pass along my thanks to whomever gathered the information. Oh, and up to Director Fury as well, he's the one I asked about it. Chris is very happy to hear they're well taken care of."

The lean agent was sitting back in his chair regarding Caitlin intently. "And is… Chris, is he alright with her remarriage?"

"Yessir," she affirmed. "He was a close friend of Chris', that's why he's so sure they will be taken care of."

"Excellent," he smiled. "One other item of interest for you and your, er, what did you call them before? Oh, yes, your 'resident'." He glanced up at her. "Please understand I'm not trying to be flippant, I'm just, well, a little unsure of the terminology to use. This is all rather new to me."

Caitlin smiled back at him. "It's no bother, really. Feel free to ask any question you might have."

"Right. Well, as I was saying, S.H.I.E.L.D. has a program for children of agents, both living and deceased, for scholarships. It's done anonymously, or through legitimate scholarship foundations, but Director Fury has authorized this for both Stephanie and Sofia for when they reach college age. It's already set to automatically kick in when they send in their FAFSA forms for financial aid, they'll have a full ride wherever they end up."

Caitlin blinked her eyes rapidly to clear the tears from them. "That's… really wonderful. Um, thank you… please thank the Director as well, it's, really, it's more than we expected."

Carmichael cleared his throat in embarrassment. "Yes, well, I will certainly do that. Now then!" he exclaimed, pulling out yet another sheet from his seemingly never ending pile of paperwork. "Last order of business. Agent Brown, I have a job for you, one you've been specifically requested for."

"Me? Requested?" she squeaked. "By whom?"

"Miss Virginia Potts," he replied. "She's about to go on a cross-country flight tomorrow morning and has asked you to be the agent to accompany her." He glanced back up again. "Apparently you made a good impression last week, nicely done Agent."

"Thank you, sir!" she beamed. "Um, so what should I wear? My suit again?"

"Actually she says she'd like you to travel incognito… yes, that was her request. So," he set the paper down and sat back. "Do you have appropriate wear for California this time of year?"

"Does a sundress count?" she asked with only a trace of eagerness.

"I suppose that would be acceptable."

 _Yessss!_

 _*Calm yourself, girlie…*_

 _I get to wear a sundress on a mission! This is so… so…_

 _*Fuckin' awesome?*_

 _Yes! Unbelievably fuckin' awesome!_

"So while they're still open tonight," Carmichael continued, oblivious to the happy dance she was doing in her head, "stop by the armory and check out a compact version of our standard-issue firearm. I think a Glock 23 in .40-caliber would work nicely. While you're there, also ask to look at their purse selection."

"Um, sir?" she queried. "Purse selection? At the armory?"

"They're concealed-carry purses," he chuckled. "Some are pretty compact, from what I understand. Find one you like and you can hold on to it if it works for you on the mission."

"Nice!" she exclaimed. "Um, I mean, thank you sir."

Laughing, he waved her away. "Go on, get moving. You need to be at the private air strip listed here by seven in the morning. Any questions?"

"No, sir!" she said smartly as she got to her feet. "Thank you again, Agent Carmichael!"

"And good luck to you, Agent Brown," he replied, still chuckling.

The next morning dawned bright and early, but Caitlin had been at the airport waiting for Miss Potts since half past six. She wanted to make sure she didn't miss out on the opportunity, and besides which she was far too excited to wait on the helicarrier any longer. She had on her favorite pale green sundress with her usual brown leather sandals. Her purse was also brown, fairly compact and had a long enough reinforced strap to go across her chest. The chief armorer, a British-born woman by the name of Holly Smyth, showed her how the strap could be used as an offensive weapon. She was very, very pleased with her choice. There was just enough room for her gun, badge, wallet, and chapstick. Not that she ever really used chapstick, but Holly told her every woman should carry chapstick in her purse.

Potts' limo pulled up right at seven to the tarmac where Caitlin waited next to the Stark Enterprises private jet. The willowy redhead climbed out of the vehicle and smiled warmly at the diminutive girl in the early morning light.

"Cat!" she called out in greeting. "I'm glad you could make it!"

"Well, of course, Pepper," she grinned back. "How could I refuse? I heard that the in-flight food for a Stark jet is exquisite."

Potts laughed merrily as the flight crew handled what little baggage she had. The two women climbed inside and strapped into facing seats as the jet taxied for liftoff.

"So, Agent Brown," Pepper began, her eyes twinkling mischievously. "Had you been wondering yet why on earth I needed an escort on a regular business trip?"

"Um, not really, no," she replied, perplexed. "You asked for me, so here I am."

The elegant woman laughed lightly. "You are such a dear," she murmured. "Well, as it so happens, I have ulterior motives."

She paused as a flight attendant moved through the cabin to offer beverages once they were airborne. Caitlin asked for an orange juice, and a smiling Pepper asked for the same.

Within five minutes they were in the air, and their drinks delivered, before Caitlin could prompt the other woman. "So, Pepper, what ulterior motives do you have?"

"It just so happens that I have a ten o'clock meeting in downtown San Jose with several technology firms. It will last for a good four hours. Now, while I'm there, I certainly don't need an escort. And," she continued, leaning forward with a grin, "it just so happens that San Francisco is only an hour's drive away. One hour each way in the car that we've been assigned still leaves you a good two hours in between."

Caitlin's jaw dropped. She was absolutely stunned by the woman's generosity, and began to tear up slightly. "That's… that was a very nice thing of you to do for me," she finally said breathlessly. "And you're sure it's okay? I mean, I don't want you to get in trouble with Mr. Stark, or S.H.I.E.L.D., or me get in trouble…"

"Nobody's going to get in trouble, Cat," she laughed, reaching across to wipe away a tear from the brunette's cheek that had trickled down. "I already had this lined up, and thought of you. Friends can do nice things for each other, right?"

"Absolutely," the petite brunette replied happily. "And I'm really lucky to have you as a friend, Pepper. Thank you, thank you so much for this."

By eleven in the morning Caitlin found herself standing outside Balboa High School, right off of the 280 interstate that ran through downtown San Francisco. The day was gloriously sunny in a way that seemed to be particular to California. At least, she assumed that was the case, as she'd never been on the West Coast before. It was certainly unlike the weather she'd experienced on the other side of the country.

It was a fairly wide, three-story, red adobe structure, with attached structures on either side that were of similar build. The grounds were surrounded by a black iron-wrought fence. She didn't see any activity, which was unsurprising seeing how most of the students would be in class.

Caitlin marched confidently up the steps and into the main office.

"Yes, may I help you?" a pleasant Hispanic woman asked her as she walked in.

"Oh, yes please," she smiled. "My name is Caitlin Brown, I'm here to see Lisa Lee, a senior here? I'm visiting from New York, and I'm only here for a couple of hours. Is there any way I might be able to meet with her?"

The woman, whose nameplate said she was Mrs. Roberta Hernandez, smiled warmly. "Well, that's a very special occasion. Let me go grab one of the principals and see what we can do for you."

Caitlin was both polite and professional in speaking with the few administrators that met with her, and eventually they agreed to let her in, especially after viewing her S.H.I.E.L.D. credentials. She was given directions to the current class that Lisa had before lunch, which happened to be a study hall.

She walked down the spacious hallway, looking about somewhat wistfully.

 _I've kinda missed out on all this, haven't I?_

 _/Well, that may be so, but I will bet you the majority of students wish they were in your shoes, not needing to ever worry about school./_

Caitlin frowned slightly. _I could go back to school, couldn't I? Something like college?_

 _/What would you study?/_

 _I dunno,_ she shrugged mentally. _It was just a thought._

She arrived at the door and peeked through the window to see the teacher seated at the front desk. He didn't seem to be interacting with the students any, as they were mostly either studying or chatting quietly.

She knocked on the door and then pushed it open. The teacher glanced up curiously. "Yes, miss? What can I do for you?"

"Excuse me, sir," she said politely. "I'm here to see Lisa Lee."

The girl in question was sitting on the far side of the room, and her head whipped up, her purple-tipped ends flashing as they swung around. Her eyes widened as she spotted Caitlin in the doorway and her jaw dropped.

Caitlin wiggled her fingers at her. "Hi, sweetie. Surprise!"

The squeal that emanated from Lisa as she hurtled from her chair and into Caitlin's arms likely could have shattered delicate glassware.

Fifteen minutes later Lisa was seated at a lunch table with Caitlin in her lap. She didn't seem to want to let go of her brunette girlfriend for fear that she'd disappear on her like an apparition.

"I just can't believe you're here!" she said for perhaps the twentieth time. "This is so freaking cool!" She sat up straighter and leaned around Caitlin, waving to another cluster of students bearing lunch trays. "Guys, over here!" she called out. "Come meet my girlfriend!"

"No way, she really does exist?" exclaimed a broad-faced Asian boy who looked to be around her age as he set his tray down across from them. "I'll be damned. Thought you lived out on the East Coast?"

Caitlin nodded. "I do, I'm just here on business for a few hours. I was allowed to break off for awhile and surprise Lisa. I'm Caitlin, by the way."

The boy nodded back politely. "Jimmy. I'd shake but you seem to be embraced by a python there."

Lisa grinned, snuggling Caitlin closer into her body. "And I'm not letting go, either!"

One of the girls, a pretty blonde with short hair, laughed. "Well, at least we can't call you a figment of her imagination anymore."

"I'll say," said another girl next to Jimmy. She had sharp, angular features, dyed red hair, and was eyeing Caitlin appreciatively. "Nice catch," she purred.

"Lexi, you stop making eyes at my girlfriend!" Lisa laughed, grabbing a grape from her tray and pelting it at her.

The blonde smirked. "I'm Anna, by the way, this is obviously Lexi, and on the other side of Jimmy is his girlfriend Samantha."

The curly-haired brunette with glasses peeked around Jimmy shyly. "You can call me Sam," she said softly.

"It's a pleasure to meet Lisa's friends," Caitlin smiled. "Oh, if you like you can call me Cat, I go by that too."

"So then, Cat," Lexi leaned in and whispered conspiratorially. "Are the other tales true?"

"Um," she replied, looking at Lisa worriedly. "Which tales would that be?"

Lisa leaned in and brushed her lips against her ear. "All I told them was that you're a government agent," she breathed. Her action made Caitlin's insides feel all gooey inside, and she desperately wished she might be able to stay overnight. _Wistful thinking, don't be greedy._

"Well, yes, it is," the diminutive brunette nodded in reply to Lexi, adjusting the hairband in her ponytail.

"So then which agency, huh?" Anna challenged.

"S.H.I.E.L.D.," she replied nonchalantly.

The other four at the table looked at her disbelievingly while Lisa just smirked. "Toldya so," she singsonged.

"No way. No freaking way," Jimmy declared. "You're not any older than us!"

"Only a little bit," Caitlin hedged. "Here, I'll show you…"

She fished in her bag and pulled out her badge and showed it inconspicuously, keeping it mostly hidden from sight.

"Well, holy shit," Anna commented.

Lexi leaned forward, seemingly to look at the badge closer, but she managed to get a peek inside the bag. "Whelp, guess she's bona fide, guys," she murmured. "She's packin'."

Caitlin slipped her badge back in and closed the bag, embarrassed. "You weren't supposed to see that," she muttered.

"So what does S.H.I.E.L.D. stand for?" Sam asked quietly.

"Strategic Homeland Intervention, Enforcement and Logistics Division," Caitlin explained.

"And what exactly is it you do?" Jimmy asked curiously.

"Well, I'm still pretty new," Caitlin explained. "Right now I just do the odd assignment. Today I was escorting Miss Potts. I have to head out in another hour to meet her back down in San Jose and fly out again."

"Wait, Miss Potts? As in, former CEO of Stark Enterprises?" Anna exclaimed quietly.

Lisa grinned, enjoying the attention her girlfriend was getting. "Yep, that's the one."

"Enough about me," Caitlin declared, uncomfortable at being the center of so much scrutiny. "Tell me about yourselves. What do you all do around here?"

She spent the next half hour getting to know Lisa's closest friends a little better, until the raven-haired girl excused them to use the restrooms.

"Lisa, why do you need me to accompany you to the restroom?" Caitlin asked curiously as her girlfriend led her by the hand. "And why did we pass three other restrooms?"

"The one we're heading for is less used," Lisa smirked over her shoulder.

"But…"

 _/Cat, just go with it./_

 _But…_

 _/You'll see./_

At the other end of the building Lisa finally dragged her into the deserted bathroom and pushed her into a stall, locking the door behind her and proceeding to make up for a very long few months apart.

Caitlin decided that it wasn't really all that necessary for her to stay overnight after all.

Plus, it was pretty amazing what they could do while standing upright in a stall. She had to give Lisa major points for creativity.

Later that afternoon as she flew back with Pepper, she still had a blissful smile on her face.

"So, I take it that it went well," the elegant redhead commented while she reviewed a printed spreadsheet. "Considering you've yet to speak to me in anything other than monosyllables."

"Yeah," Caitlin sighed contentedly. "It went really, really well."

"Oh really?" Pepper asked archly as she took a sip from her coffee.

Caitlin sighed again, a blissful look in her eyes. "We had sex in a bathroom," she said dreamily.

Later, Pepper was hard-pressed to explain to her administrative assistant why the majority of the proposal hard copies were stained with coffee.

The diminutive brunette agent made it back to the helicarrier, after many more profuse thanks and hugs given to Pepper, just before dinner. As she walked off of the quinjet, she heard her name called. Across the way came Natasha, smirking as was her wont. Caitlin waited for her until they could fall in step together.

"Looks like someone got lucky," the redheaded agent snickered. "I take it you went to California?"

"Oh, yes," she replied, smiling widely. "As Chris keeps telling me, I had my ashes thoroughly hauled."

Natasha threw her head back and barked out a loud laugh, startling the flight crew walking nearby. "I will never fully understand you, _kotenok koshka_ ," she chuckled. "But it's never boring around you, that's for sure. Want to hit dinner?"

Caitlin yawned widely, remembering to cover her mouth. "Sure, but then I think I'll get some sleep. Pepper said I'd be jet-lagged, so I suppose that's what this is. I'm really tired, it's like my head is foggy. Even the guys sound tired."

"Well, let's see what culinary treats they have for us before you crash," Natasha said. "Might perk you up some."

"Um, Tasha," the brunette girl remarked. "Is that blood on your boot?"

"Oh, I suppose it is," the woman said nonchalantly. "Forgot to clean it off."

Caitlin shrugged. "It can wait. Dinner first."

They wandered through the line and made their selections for the evening. Natasha ended up with what she called beef stroganoff, while Caitlin picked out a chicken sandwich and curly fries after the redhead assured her they were an improvement over regular french fries.

They found a table somewhat back from the rest of the diners, and Caitlin set to work investigating the new food experience.

"Okay," she commented with her mouth full. "You were right. These are way, way better than regular ones."

"Told you so," the woman smirked as she stole one of the fries.

Caitlin gave her a mock glare and pointed her fork. "Agent Romanov, I am armed and not afraid to use this in defending my plate."

Natasha's smirk widened. "Why Agent Brown, is that a challenge?"

"You enjoying yourself, Romanov?"

The harsh voice interrupted their banter, and Natasha's entire demeanor suddenly closed off, presenting her usual stoic visage that the rest of the world got to experience. Looming nearby was the same burly agent that had been glowering at their table weeks ago, only now he wasn't alone. Three other agents were arrayed behind him, all ex-military types and giving her the same identical glare.

"Talking to you, murderer. You enjoying yourself, here in the lap of luxury? Should be inside a goddamn cell is where you should be, bitch."

Natasha didn't reply, just kept her focus on her plate and continued to chew slowly. Caitlin looked between her and the other four agents worriedly.

 _/I don't think you should get involved here Cat./_

 _Tasha's my friend. I'm not letting these guys intimidate her._

 _/She's not intimidated, she's ignoring them. You should do the same. Seriously, they're not worth the effort, just leave them be./_

She tried, she really did. The fries now tasted flat and flavorless for some reason as she listened to the man get more and more irate, calling Natasha names and trying to get a rise out of her, naming past S.H.I.E.L.D. agents that she'd killed and how she was dishonoring their very memories by being on board. None of the other agents in the dining hall seemed to be anxious to come to her defense and the diminutive brunette could feel herself getting more and more and more irritated by the bullies.

 _/This isn't your fight.../_

 _I'm trying but they're not making it easy here!_

"I think I know what it is," the male agent finally hissed, his face just inches away from Natasha. "The only reason you're here. Commander Hill is sweet on you. We've seen the two of you together, I'll bet it goes beyond just a professional relationship, doesn't it? You do for her so she keeps you around, and not drop your ass off of the helicarrier and into the ocean?"

Caitlin's enhanced senses picked up on Natasha's heartbeat as it accelerated, and she noticed her tensing infinitesimally. _Oh, shit, that one got to her._

 _/Look, Cat, she knows she can't get into another fight. You've heard her and Clint talk, if she takes the first swing she's going to have to be disciplined, and who do you think is the one who's going to discipline her? Maria. And that will put a strain on the both of them./_

She watched out of the corner of her eye as the agent moved his hand forward. It played out almost in slow motion, he was going to push her tray aside, try and get a reaction out of her. Goad her into fighting, that was exactly his intention.

 _Then I'm not gonna let her strike first._

Her hand whipped out like a snake and grabbed hold of his wrist. Leaning back and rising to her feet, she swung the agent around and over her head until he landed on her other side, flat on his back.

Ignoring the startled looks from the other three agents, as well as Natasha's exclamations, Caitlin spun and went down onto his chest with her knees, her sundress flaring out as she knocked the air out of him with a whoosh of sound.

"Not so tough now, are you, asshole?" she growled. She had her right arm cocked back, ready to slam her fist into his face. "Anything else you want to say?"

She felt a gentle hand on her arm, and glanced aside to see Natasha there looking worried. "Cat, no," she whispered. "You do not want to get into a fight-"

"What the hell is going on?" a stern voice shouted through the cafeteria.

Natasha sighed and closed her eyes. "Too late," she murmured low enough that only Caitlin could hear.

The diminutive brunette sprung up from her position to stand with her hands behind her back as a furious Maria Hill strode over, eyeing the two women and the agent still sprawled on the floor.

"Agent Dawson!" she barked out. "Get off the damn floor!"

"Ma'am!" he replied and quickly scrambled to his feet. She took a long step over towards him, and though she barely came up to his shoulders it was very clear that she towered over him with her sheer presence alone.

"Care to explain yourself, Agent?" she asked in a deadly whisper.

"Just an honest disagreement, ma'am, with Agent… um, Agent… the little one over there," he finished lamely.

Hill turned slowly and regarded Caitlin. "Agent Brown?" she prompted.

Caitlin gulped. "Um, yes ma'am. I, um, lost my temper, ma'am."

Her eyes twinkled momentarily before she turned back to the big hulking agent. "Agent Dawson, are you telling me that this five-foot-nothing girl in a dress took you to the ground?"

"No, ma'am," he replied hesitatingly. "I, erm, tripped, and she took advantage of the situation. No blows were exchanged, ma'am."

Hill grunted noncommittally before taking another step into his space. "I do not want to hear of another incident involving yourself, is that clear Agent Dawson?"

"Ma'am," he replied, suitably cowed.

The Commander spun on her heel and marched out. "Brown, Romanov, my office, now!" she called out over her shoulder.

 _Oh, crap, I really blew it, didn't I?_ She hurried after Hill, her shorter legs scurrying to keep up with the lanky woman and her sandals flapping loudly with the effort. Natasha was right at her side, her face a neutral mask.

 _/Well… Let's see how it turns out before we panic, okay?/_

The two agents entered Hill's office and stood attentively as the lanky pixie-haired woman sealed the door and marched around to sit at her desk.

"You want to explain to me what happened, Agent Brown?" she asked in a quiet but authoritative voice.

"Ma'am, the agent, um, Dawson, he was, well, getting in our faces and… and I lost my temper, ma'am. Took him down, but he was correct, no blows were exchanged. It didn't come to that. It was my fault, ma'am, really it was."

Hill quirked an eyebrow skeptically, but before she could reply Natasha let out a sigh.

"She was defending my honor, Commander," the redheaded agent interjected, her husky voice quiet. "Dawson was just spouting his usual crap. I should have warned Agent Brown about the possibility of that happening when Agent Barton isn't present at the table."

Caitlin blinked as the import of her words hit her. _Clint protects her from harassment. They don't try to bully her when he's not around._

Hill regarded them both levelly. "Agent Brown. I do not expect a junior member of this organization to be getting into fights with other members. Am I clear?"

"Yes, ma'am."

"Why did you not mention that Agent Dawson was directing his words at Agent Romanov?"

Caitlin shuffled her feet before realizing that wasn't really appropriate behavior for an agent and stilled herself. She sighed, looking down at the floor.

"Agent Romanov is one of the few friends I have," she said quietly but honestly.

The Commander sighed. "I understand. But my admonition stands. Stay out of fights."

"Yes, ma'am."

"Please wait outside."

Caitlin nodded and went out the door, standing with her back to the wall right next to it in the hallway. She didn't intend for it to happen, but her enhanced hearing could just pick up on their conversation.

"Did she really lose her temper, Tasha?"

"No, she didn't. I think… Dawson started going off on how, well…" The redhead's sigh was heavy enough that it was audible through the door. "He insinuated that the only reason I'm still aboard was due to sexual favors granted to yourself."

"I see," Hill grated. "But then why did she react?"

"I think she heard or noticed me. It got to me, not enough to react, but I'm sure there was a change in my physiology that she picked up on. And I'm guessing she headed off the threat before I did."

"So she understands that you can't get into a fight."

"Yes."

"And she basically got herself in trouble before you could."

"That's what I'm guessing, yes."

There was a brief pause. "She's one hell of a kid, Tasha, and a good friend. Try to keep her out of trouble, okay?"

Natasha barked out a quiet laugh. "That'd be a full time job in itself, Maria."

Outside, Caitlin huffed irritably. _I'm not that bad._

 _/Says the girl eavesdropping outside her Commander's office./_

 _I just…_

 _/Yes?/_

 _Okay, yes this is wrong, but I wanted to know._

 _/And sometimes wanting to know doesn't mean that you should./_

She pondered the difference, but first moved across the hall so that she wouldn't be tempted to listen in anymore. _Okay, I think I understand… it's not so much privacy as there's a reason some people aren't told things, right?_

 _/That's… close enough, yes./_

Natasha exited the office at that point, looking pointedly at Caitlin and tilting her head to indicate she should accompany her. The diminutive brunette complied quickly.

"So, did you catch all of that after you left?" she murmured quietly.

"Um," Caitlin blushed. "Yeah, enough. I'm sorry Tasha, really I am."

Natasha quirked an eyebrow, the only hint of emotion she was showing. "For coming to my defense or for eavesdropping?"

"Neither. Not exactly, I mean..." she replied hesitantly. "For not trusting in your ability to, well, keep your self-control, I guess."

The redhead stopped and turned to the shorter agent, finally cracking a hint of a smile. "Well, alright then," she replied. "Apology accepted."

They resumed their walk back towards the quarters section of the helicarrier. "Clint and I have a mission tomorrow," Natasha commented. "Maybe we could catch another movie tonight?"

"That'd be awesome!" Caitlin agreed enthusiastically. "I'm not so tired anymore for some reason. Oh, hey, there's this one movie that Clint wanted to watch called Lucy, do you think we could watch it tonight?"

"Lucy?" the redhead replied skeptically. "Isn't that the really unrealistic one about the woman who supposedly gets to use all of her brain and somehow becomes, like, superpowered?"

"I think so," the petite brunette agreed casually. "Might be fun, though, if we just suspend reality."

"I tend to do that a lot when I watch a movie Clint recommends," Natasha grumbled.

The next day at lunch Caitlin sat by herself at the table picking at her wholly unsatisfying chicken salad. _There's not nearly enough meat on this plate,_ she groused. She shifted in her seat to get more comfortable in her standard-issue jumpsuit.

There wasn't a chance for a mental rebuttal by one of her residents before she noticed a large group of agents gathering around her table, let by none other than Agent Dawson. She looked up at him and sighed dramatically before returning her gaze to the leafy greens in front of her. "Didn't you learn your lesson the last time?" she snarked.

"Well now, if it isn't the murderer's little cunt-buddy," Dawson laughed nastily.

Caitlin frowned to herself. _What did he call me?_

After Chris' explanation, she frowned further. _That wasn't very nice._

 _*I think that was the idea. We going to let this go on again or do something about it?*_

 _/No fighting!/_

 _And I make no promises, I don't have Natasha's self-control,_ she growled to herself.

"What, no comment? We were beginning to think Hill was the Widow's bed-buddy, but maybe it's you, huh?"

Caitlin looked up, startled at the insinuation. "No, we're not. Are you really going to stand there and pick on me, all… ten of you? Ten, really, it takes ten big strong men to handle one little girl?"

"Maybe," he sneered, leaning forward. "That wasn't just some lucky move yesterday. I think you've got more power than you know what to do with, _little girl_. You're dangerous, and you're aligned with that Black Widow bitch. Should just quit the program now and go back to your dollies if you know what's good for you."

 _/Okay, now he's being a sexist jerk. That you don't have to put up with./_

 _But I thought I shouldn't fight anymore._

 _/You don't have to. Stand up for yourself. I'll walk you through it./_

Caitlin got to her feet and looked up at the Agent with steely eyes.

 _/You're being a sexist ass./_

"You're being a sexist ass."

 _/Just because I don't have something dangling in between my legs.../_

"Just because I don't have something dangling in between my legs..."

 _/...doesn't mean I'm not a valued member of this organization./_

"...doesn't mean I'm not a valued member of this organization."

 _/Now you owe me an apology./_

"Now you owe me an apology, or I will kick your teeth out of your fat head."

 _/You're improvising./_

Caitlin smirked. _It's a failing of mine, I admit._

Dawson laughed nastily. "Little bitch, do you really know how many good men and women that murderer has killed?"

She quirked an eyebrow. "Do you have any idea how many I've killed?" she asked nonchalantly.

 _/And now you're bluffing./_

 _Not exactly, I'm about to make a point. Watch me._

She looked around at the male agents, sneering at them. "Here's what I think. I think the whole bunch of you aren't worthy of being called Agents. You're all just a bunch of cowards and bullies, using Natasha as an excuse. If she wasn't here, you'd find someone else to pick on. Which is obvious, because she isn't here now, so you're picking on me."

Dawson looked at her with wild eyes, clenching his fists at his side. "You don't get to tell me that," he ground out dangerously.

"Oh no?" she laughed. "The prove it. Hit me."

 _/Cat, what in the name of sweet unholy FUCK are you doing?/_

 _Starting a fight, but not taking the first swing._

 _/I can't believe you, I just cannot believe you./_

 _*I do. Bet you he hits like shit.*_

The male agent continued to glare at her, but his breathing became erratic as he tried to keep his temper in check.

"Are you hard of hearing, you cowardly piece of shit?" Caitlin barked, standing with her chin raised. "I said hit me!"

Unable to restrain himself further, Dawson let out a roar of fury and slammed his fist into her jaw.

Her head rocked to the side, but she remained on her feet. She shifted her jaw from side to side as she slowly turned her head forward again to face him, a slow and deadly smile forming on her lips.

"Pathetic," she commented.

With a lightening grab she took hold of the front of his jumpsuit and his belt and flipped him high over her head once again, this time straight up until he hung a good six feet in the air before crashing down on her table, breaking the legs and knocking the wind out of him.

Caitlin turned back towards the other nine agents with a smirk, only to see them rapidly dissipating and Commander Hill standing there instead, a look of disappointment on her face.

 _*Busted.*_

 _Nope, I saw her enter back when I stood up, she heard the whole thing. I was counting on this._

"Agent Brown," the Commander began conversationally as Dawson regained his feet, brushing Caitlin's salad out of his hair. "Did we or did we not have a conversation just yesterday about fighting?"

"We did, ma'am," Caitlin replied calmly as she stood attentively. "This wasn't a fight, though. Dawson hit me, and I disabled him. It was more of an embarrassment, really."

If she didn't know better, Caitlin could have sworn that Hill's face almost quirked in a smile, but it was gone before she could register it.

"I wonder, Agent Brown, if perhaps you have some aggression you need to be letting out," Hill commented wryly.

"No, ma'am," Caitlin disagreed politely. "I'm not the one with aggression issues here."

This time the Commander did smile very slightly as she realized what Caitlin was doing. "I do believe I am in agreement with you there," she murmured. She turned and looked around. "Don't think I didn't see the other nine of you backing Dawson up," she stated loudly. "I want every person in this cafeteria assembled in the training hall in fifteen minutes. And also don't think for a second I won't remember your face if you don't show up." She looked around again, noting the stillness at her words. "Now, people!" she barked, causing the agents and support staff to spring into action and hurry out the door.

"You two as well, Agent Brown, Agent Dawson," she said firmly.

"Yes, ma'am," Caitlin replied, striding off and trying to conceal her grin.

"Ma'am," Dawson grunted, following at a more sedate pace.

 _/You continue to amaze me Cat, and not always in a good way. You engineered this whole thing?/_

 _Yep._

 _*Damn. I'm impressed.*_

 _/I'm not sure what I am yet./_

 _[Weed out the aggressive ones, the snakes. Pay attention, the ones who object are the untrusted ones.]_

Caitlin furrowed her brows as she walked along. Kyle's rantings were becoming more focused on a certain theme and she was just on the verge of really understanding what he meant, right on the edge of comprehension… But then they were at the training hall with the boxing rings and it was time for the final phase of her plan.

She stopped by an unoccupied bench and began to remove her boots. Her form-fitting jumpsuit would do nicely for what she intended, but she'd need to divest herself of her gunbelt as well first.

Hill paused by her side as she entered. "You sure you want to do this?" she murmured.

"Yes, ma'am," Caitlin replied quietly.

The short-haired brunette sighed gently. "No fatalities."

"No, ma'am," the petite brunette agreed. She finished with her preparations and went to stand next to the ring expectantly as the Commander hopped up on the raised platform to address the assembled S.H.I.E.L.D. members. Caitlin noticed that there were a number of more people there than had been in the cafeteria, word must have spread quickly.

"There seems to be a chronic discipline problem. I mean to put an end to this, today." She looked out among the personnel, visually picking out each of the ten male agents who were harassing Caitlin earlier. "This is your one and only chance to vent your disagreements. Agent Brown will take the ring, and if you have a problem with her being an Agent you enter the ring and take it up with her. Be prepared for the consequences. Once you are out of the ring I will not hear of any such disagreement again." Hill paused and gave an almost evil smirk. "If I do, you will really, really wish you were merely up against Agent Brown."

Nodding at Caitlin as they passed, she switched places with the petite girl. Caitlin looked very small standing in the middle of the ring, barefoot and empty handed, but it didn't take long before Dawson entered the ring.

"You ready for this, bitch?" he snarled.

"You think you can do better than earlier, _bitch_?" Caitlin smirked back. She had to stand back a bit to look him in the eye as she barely came to his shoulder.

Howling with uncontrollable rage, Dawson lunged for the girl.

Caitlin actually considered making a display of it, but she wanted this to be a statement. A show of force, and a declaration of her skill and training. She wanted it to be very, very clear after today that she deserved to be a part of S.H.I.E.L.D. as a capable fighter in her own right.

So she pivoted smoothly and snapped a kick right into his chest. As he was flung backwards she heard the distinct sound of a rib cracking. He slammed into one of the corner posts, his head bouncing off of it, before he slumped to the floor, moaning in pain.

Without hesitation the petite girl strode over, lifted the burly man easily twice her weight over her head, and hoisted him over the edge. She walked back to her original position in the center of the ring.

"Next," she said in a ringing but eerily calm voice.

The next man to jump up was one of the original four who were present for Natasha's harassment. She thought his name might be Agent Ripley. In any case, he was far more cool and collected but no less determined as he took up a combat stance and waded forward confidently.

This time Caitlin ducked his first swing, catching the arm and flinging him to the floor behind her. She spun low, her foot stretching out to catch him on the edge of his jaw. It didn't break, but there was a decent probability it was dislocated. She repeated the process of dumping him outside the ring, taking care not to drop him on top of Dawson, which, in her estimation, showed an inordinate amount of consideration on her part, and then resumed her prior position again.

"Next," she called out again.

All told, each and every one of the ten agents faced her in the ring. She had to give them some credit for adherence to their beliefs, even if it was misogynistic, as well as their tenacity. The last one was a fairly decent hand-to-hand fighter, but the hits he managed to land were simple to shrug off. She was still holding herself back in both terms of strength and agility, but the last ended up on the floor outside the ring, same as the other nine.

Hoping that would be the last of them, she returned to the middle again. "Next," she called out, in the exact same tone as the other times.

"I'll go next," called out a clear female voice.

Caitlin's eyes widened slightly as she saw Natasha hop into the ring, devoid of any of her weaponry and wearing her usual midnight-black tight jumpsuit. The redhead didn't give her any time to question or react before she quickly started the fight, twirling around with a spin-kick that would have easily taken her head off had she not ducked at the last millisecond.

The diminutive brunette spun and blocked, remaining on the defensive as she slowly realized that Natasha wasn't holding back in the slightest.

 _I don't understand, what's she doing?_

 _/Exactly, she's not holding back, and everyone can see that. Natasha is the best hand-to-hand fighter in S.H.I.E.L.D. without peer. And you're going up against her in front of everyone./_

 _Oh, I get it._ She gave a tight grin. _Let's put on a show._

She moved into the offensive then, striking with her right fist extended that Natasha blocked with her left, but she wasn't done. She used the motion to place her back to her and brought her left elbow back towards the redhead's ribcage, which she again blocked, but continuing the action in a circle put her well within the other woman's defenses. She brought her right hand back forward again, her fingers held out stiff as a knife and jabbed in at her solar plexus. Natasha barely managed to block it and grunted, her eyes twinkling with suppressed pride. It didn't stop her from flipping backwards, bringing her feet up in a move that could have knocked Caitlin right on her ass had she not ducked to the side.

Instead of going back to her feet, Natasha used her hands as a springboard and launched herself unexpectedly back at the brunette girl. Caitlin took the hit, which staggered her back, but responded in a foot sweep where Natasha should have landed, except she wasn't there.

The dextrous agent instead lengthened her jump to land on the other side of Caitlin, landing a spin kick on her side and sending her to the floor.

Caitlin immediately bounced back to her feet and was suddenly inspired. She saw that Natasha was about to send a simple punch her way, perhaps to open a series of moves intended to put her back on the defensive, but she had no intention of letting her. Instead she dodged the blow, holding on to the arm and using the momentum to swing up and around, wrapping her legs around Natasha's neck and bringing her down to the ground, hard.

It was the Black Widow's signature move against larger opponents. And Caitlin, several inches shorter than Natasha, just used that very same move against her.

She remained in that position, her thighs wrapped around Natasha's neck until the redhead slapped her hand against the mat. Grinning, Caitlin rolled back to her feet and extended her hand to help the woman up.

Natasha waved away the offer, clearly still trying to catch her breath. "I've never had that used on me before," she wheezed, looking slightly stunned.

Hanging off of the ropes, Clint barked out a loud laugh. "Sucks, doesn't it?" he said cheerfully.

Natasha irritably flipped him off as she rolled to her hands and knees, which just made him laugh all the louder.

Eventually, as Caitlin stood back in the center of the ring, the redheaded agent managed to leave, with a little help from Clint, but not before shooting her a wink. The two experienced agents left the training room as the others looked on with expressions ranging from simple amazement to extremely flabbergasted.

The silence in the room was broken by a clear, ringing voice once again.

"Next."

Unsurprisingly, not a soul moved a muscle.

After a full minute, Commander Hill jumped up into the ring to address the crowd. "This is your last chance to air any grievances, though after watching that last bout I wouldn't blame any of you for choosing discretion over valor. Any takers? No? Then you are all dismissed."

Turning towards Caitlin as the room erupted in quiet murmurs, Hill gave her a smirk. "You do realize the entirety of S.H.I.E.L.D. will be passing this tale along until it becomes legend."

Caitlin smiled back. "So long as they take me seriously from now on, that suits me just fine, ma'am."

* * *

 **A/N:** Whew! Extra-long chapter this time, but I finally got to exercise my combat writing chops again! I do love writing action scenes, it's hard sometimes to unmuddle them as they tend to get a little convoluted. At least this time it was just one-on-one!

Side note, yes the movie Lucy had Scarlett Johansson in it, same actress who played Natasha in the movies. I try to leave little things like that in, but usually don't go to any great lengths to point them out, like the Bourne reference earlier. Just in case you were wondering why I drop them in without comment. I like easter eggs, as anyone familiar with my other Firefly fanfics can relate.

As far as the story planning goes, I've got something already planned out to begin with Winter Soldier. Problem being, I need to fill in over a year's worth of story before we get there! Figure right now is, say, a few months after Iron Man 3, which is in turn six months after the first Avengers movie. There's two years in between Avengers and Winter Soldier, and a year and a half between Iron Man 3 and Winter Soldier. So, yeah, figure on a year and three months, give or take.

I've got some story ideas, and eventually Cat will be joining a Rapid Response Team and there's plenty of action for her to get involved with there, but if anyone has someone they're dying to see in a story, drop me a line and let me know. I can try, but no guarantees. I do have a fun set to pull in next episode, and not one many would anticipate, hopefully. Oh, and yes there will be more mutants, eventually. I think Cap and Thor are the only Avengers not to make an appearance yet. We're going to meet Cap next chapter eventually, and I think I'll plan something to coincide with Dark world, which should be the next cinematic event in the story timeline.

Well, my everlasting love and thanks for reading so far, plus all of the favorites and follows! Props to my reviewers so far, including **theradvlad** (my apologies for leaving you hanging for an explanation). Please do drop me a review and let me know what you think!


	7. Chapter 7

**A/N:** Okay so this one ended up being my longest chapter yet. Apologies for the massive length.

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

S.H.I.E.L.D. Helicarrier.

Agents Romanov and Barton walked side by side down the corridor of the helicarrier through the residential section. "I haven't seen her in several days, and I know she's not been off on a mission," Natasha commented.

Clint snorted humorously. "You really are her big sister, aren't you?"

The redhead shot him a glare, but as usual he was unfazed by it.

"Seriously, Nat, I know she looks like a teenaged girl, but you do realize she's more than that, right?" the blonde archer continued, sobering.

"Yes, I do know that, Clint. But she's also still trying to find her way in this world, and I like to keep my eye on her. She has a tendency to get into trouble."

"Hmm," Clint mused with a sparkle in his eye. "Like starting a brawl in the cafeteria all on her own, and taking on all comers afterwards in a boxing ring? Oh, or maybe when she took your challenge and handed you your ass?"

The glare this time was enough to burn lesser men to ash, but Clint just beamed a smile back at her.

"She didn't…" Natasha huffed out an irritated snort. "Alright, fine, she did a hell of a lot better than I expected. It was just one match, though."

"In front of a very large audience. What did you expect would happen?"

"Same as before!" she protested weakly. "I thought we'd get to a stalemate again, not that she'd use my own maneuver against me!"

"I want you to remember that feeling," Clint mentioned nonchalantly. "On the mat and pinned. Next time you want to spar with me, that is."

"Oh, just you wait till our next sparring, Barton," the redhead ground out.

By that point they had arrived at Caitlin Brown's door. The two experienced agents glanced at each other.

"You going to knock?" Natasha asked, her eyebrow arched.

"I'm not going to knock, you knock!" the muscular blonde protested. "This was your idea!"

Rolling her eyes, Natasha was about to do just that when they heard a piercing cry from within the quarters.

"No, Wash, nooooo!"

Startled, Natasha instead quickly overrode the door lock and the pair burst into the room, looking for threats.

Instead they found a diminutive teenaged girl, looking disheveled and wearing only a long tee shirt while hunched over her laptop. The brunette spun at the intrusion, and they could see that her face was streaked with tears and her eyes bloodshot.

"Cat…" Natasha began, momentarily struck dumbfounded.

Clint leaned against the doorway, smirking. "So what's going on, Cat?"

Caitlin reached behind her to tap a key on the laptop and then turned back to her guests, sniffling loudly. "I just finished up the Firefly marathon finally," she began in a broken voice. "And I was so sad there was only one season, because it was so amazingly good! Did you know that Fox canceled the series before it even finished, and that they showed them all out of order in the first place?"

"I did, yes," Clint answered for Natasha who was still having trouble grasping the situation.

"Assholes," she muttered. "Sorry, not you guys, I meant Fox. And then Chris, he said, well there's a movie too, called Serenity! So I looked through Netflix and found it. Hey," she interjected, "did you guys also know we got paid to be agents?"

Clint snorted out a laugh and covered his mouth, his eyes shining in amusement. Natasha nodded in response, though. "Well, yes, we all are, _kotenok koshka_."

"I had no idea," the petite brunette murmured. "So I've got this money now, an income, and nothing to spend it on. But now that I do have an income, I decided to get subscriptions to Netflix, and Hulu, and a bunch of others."

Clint removed his hand from his mouth, though it was still quirked in a wide smile. "So you were watching Serenity?" he prompted.

"Yes! I was watching Serenity!" Caitlin resumed. "And it was pretty awesome too, but then this happens! How could Joss do this to me? I feel so betrayed!"

Natasha was smiling as well by this point. "Who's Joss?" she asked curiously.

"Joss Whedon! He's a genius film and TV series director!" Caitlin gushed. "All he needs is one big hit and I just know he'd go really far!" She glanced back at her laptop, frowning. "I just wish he'd stop killing off the characters I like," she muttered.

"What, like killing a likeable protagonist just to advance the storyline and bring the main characters together?" Clint asked curiously.

"Exactly!" the brunette cried out. "Why did he have to kill Wash? Whyyyyy?" She ended with a moan, hanging her head in despair.

"At least he creates strong female characters," the blonde archer interjected. "That's a rarity in movies."

"Cat, how long have you been at this?" Natasha asked with a concerned look, breaking into the cinematic critique.

"Um," Caitlin looked up at her and squinted her eyes. "What day is it?"

"Sunday, and it's dinnertime."

"Oh, well I started watching stuff when I got off duty Friday, sooo…" She shrugged unconcernedly. "A while, I suppose?"

Natasha shook her head bemusedly. "Come on, _kotenok koshka_. Let's go get some dinner, you need nourishment."

"No, I can't go now!" Caitlin protested, her eyes wide. "There's only a little bit of the movie left! I have to watch it through the end, Chris promised me I get to see River kick ass finally, I will not miss this! And then there's another really cool series of his called Dollhouse I have queued up… Besides, I just ate lunch Friday, I think, or maybe earlier, but I'm fine, really!"

Natasha and Clint glanced at each other again, both shrugging. "Alright then, we'll leave you to it, Cat," the blonde man said easily as they turned to leave. "Don't miss your work shift tomorrow, okay?"

"I won't, thanks for checking in on me guys!" Caitlin said cheerfully, already having turned back to her laptop and starting the movie up again.

They closed the door behind them and walked together towards the cafeteria.

"So," Natasha began wryly. "A Netflix account, huh?"

Clint shook his head and chuckled. "I think we've created a monster," he sighed good-naturedly.

S.H.I.E.L.D. Helicarrier, Handler Department.

Caitlin walked down the crowded corridor with some difficulty. It was likely the busiest she'd ever seen it, with multiple team of agents in full gear scurrying about. Occasionally a group of them would jog by and she'd have to plaster herself against the bulkhead to avoid getting run over.

 _This is crazy!_ She was almost giddy with excitement, though, having been without a mission in several weeks. The boredom of paper work was beginning to eat away at her soul.

 _/Dramatic much?/_

 _Did you really just ask that question of a teenager?_

 _/Point. You can't use that excuse forever, though./_

 _Watch me,_ she smirked with a mental sing-sing voice.

Finally she arrived at Agent Carmichael's office, only a couple of minutes late. He was looking more harried than usual and waved her on in before she could knock.

"Agent Brown, please sit, we're a little busy if you hadn't noticed…"

"Yes, I did, sir." She glanced over her shoulder at the commotion of two clerks colliding together, spraying papers everywhere. "Um, is there anything I can do, Agent Carmichael?"

"There is, yes." The olive-skinned senior agent sighed and pinched the bridge of his nose. "We've had an unusual rash of unexplained phenomena across the planet, and most of our usual field agents have been tied up with them. I have a situation out in Los Angeles that needs looked into, and I cannot send any backup with you." He sat back in his chair and indicated that Caitlin should close the door, which she did, before he continued.

"This will take a little bit of explaining… Out on the West Coast there was a rather powerful crime syndicate that controlled things, based in Los Angeles. They had a hand in most illegal activities but also kept order among the criminal elements. We'd had our eye on them for some time now, but then four months ago this group, the 'Pride' they called themselves, just up and disappeared. Actually, they were more like 'overthrown', but the details of that, outside of the media exposure, is classified above both of our grades."

Carmichael sighed heavily and pulled out a sheet of paper from the towering mountain on his desk. Caitlin was impressed that he knew exactly which one needed to be pulled from the stack. He glanced at it a few times before nodding.

"And now there seems to be new disorganized criminal elements, some enhanced, that are creeping into this territory. There's one particular item that worries us, it's a new drug that just showed up on the streets and has a nasty side effect of temporarily granting the user enhanced powers, if it doesn't kill them first. We've seen plenty of drugs similar to this before, Extremis, MGH, Rave… But this one is particularly effective. It doesn't require powers beforehand to work. And the effects can last up to four hours."

He slipped the paper across the table for Caitlin to read. Her eyes widened as she looked over the report which included, among other things, what was known about the new drug they were calling 'Black Chipotle'.

"A chipotle is a kind of pepper, right Agent Carmichael?" she questioned, glancing back up.

He nodded wearily. "No idea if it goes into the manufacture or not. But they're little black pills, half the size of an aspirin, and they pack a punch. Now," he leaned forward to retrieve the paper and inserted it back into the pile, from what she could tell the exact same spot it was in previously, "here's your mission, Agent. Before this 'Black Chipotle' becomes widely available, track down the manufacturer and shut them down. Any means necessary."

Caitlin blinked her eyes, a slow smile spreading across her face. "Any means, sir?"

"Any." He gave her a very slight smirk. "You may find it advantageous to work with local law enforcement, though your apparent age will work against you with that. Also, they might, um, cramp your style somewhat. In any case, your options might be more open were you to tackle this on your own."

He looked as if he were about to dismiss her, but then sat back again with a grin. "By the way, there are a number of interesting rumors circulating S.H.I.E.L.D. at the moment. Something about this fiery teenaged Agent who beat the Black Widow in hand-to-hand combat. Funny enough, these rumors seem to indicate that you, in particular, are a match for this legendary figure."

Caitlin blushed slightly. "I've heard a few variations of the tale," she said modestly. "Most were exaggerated."

"But you did beat her."

"Yes sir, I did, in a sparring match."

Carmichael grinned widely, shaking his head in wonder. "Agent Brown, I think you just might go far in this organization."

He stood up, and Caitlin did the same, returning his handshake. "Alright, then. Keep in touch with Control. If you get in over your head, don't hesitate to give us a call, though backup might be some time coming. Good luck, Agent Brown."

Los Angeles International Airport.

Caitlin reached LAX late the next morning. She spent the commercial flight over mulling her options, researching the area downtown and going over the mission parameters from her S.H.I.E.L.D. laptop, as well as getting feedback from her residents. Not much headway was made, but at least she knew she had a plan now.

The first thing she did, after getting her bags out of the luggage carousel, was to hail a taxi to take her downtown. She intended on setting up her operation as near to the last reported Black Chipotle incident as possible. She had a name to work with, a former Marine who had a friend in S.H.I.E.L.D. and reported the new drug to him.

First, though, she needed an outfit change.

She got herself a room at the Marriott and quickly changed out of her comfortable sundress and into her official-looking S.H.I.E.L.D. agent suit. She slipped her feet into her flats and examined herself in the mirror, blowing out a nervous breath.

 _Okay. I look like an agent, right?_

 _/Still do, yes./_

 _*You look fine, kiddo. Time's a-wasting, the bar should be opening soon.*_

Nodding, she collected her new small black purse that matched her suit better than her brown concealed-carry one and set it on the desk. Next, she opened the locked and secured briefcase that contained her firearms. Since using the compact Glock 23 last time she was in California she became fond of the way that model worked and fired during her range time. Selecting the full-sized Glock 22, in the same .40-caliber cartridge as the 23, she loaded it and inserted the sidearm into her holster at the back of her waistline. She relocked the case and slipped it under the pillow, messing up the bed somewhat so that it was less obvious.

Grabbing her purse and the 'Do Not Disturb' sign, she pulled the former over her shoulder and left the latter on her door knob. She headed out the hotel and onto the warm Los Angeles street.

She marveled absently at the fact that even this close to the end of the year, the West Coast city was still temperate. She didn't really need a winter coat here like she'd need back east.

It only took her a half hour of walking before she reached the dive of a bar in a rather seedy-looking neighborhood, far from the glitter and glamor of Westside. It was called Marco's, and there seemed to be little activity around the building.

Straightening her shoulders, Caitlin strode through the door and walked over to the bar, her enhanced vision easily picking out in the dim light the fact that the bartender was the only person inside.

The man, lean and muscular with hispanic features, glanced at her as she entered and rolled his eyes. "Nobody under twenty-one allowed," he said without a trace of accent.

"Marco Caz, my name is Agent Brown from S.H.I.E.L.D.," she stated, holding out her badge as she sat down on a bar stool. It took her a bit of a hop to get onto it. "I was hoping to have a word with you."

He looked her over warily. "Really. You're an Agent of S.H.I.E.L.D.?"

"Yes, sir," she nodded. "Agent Butcher send his regards but is off on a mission. I was asked to follow up with you."

"I… see…" he said thoughtfully, continuing to wipe the counter down. "Well, guess we'll follow up, then, won't we? I'd get you a drink, but even for a S.H.I.E.L.D. agent I can't break the law."

Smirking, she slid her government-issued ID over next, showing her age to be twenty-one. "It's fine, though, I'm not going to be drinking on duty. Wouldn't mind a glass of water, please."

Chuckling, Carlos got a clean glass, filled it with ice and water and then slid it over to her before setting the rag down off of his shoulder and leaned onto the counter. "So, Agent Brown, what would you like to know?"

"'Black Chipotle'. I understand you found out about it through the community. I'm trying to find the manufacturer, but first I'd need to locate a dealer."

Marco grunted and looked off into the distance. "I don't know any names, but I did find out where that shit came from. Guy in a black pickup truck was parked at Spencer and East 15th, down by the train tracks." He focused back in on her intently. "You gonna shut these fuckers down?"

"That's the plan, sir," she said firmly.

He sighed and straightened back up. "Your ID may say you're twenty-one but you still seem awfully young to be doing this yourself. Didn't S.H.I.E.L.D. send anyone to help you?"

Caitlin smiled at him. "Do you have darts up here for the board against the back of your bar?"

"Um, yeah, sure…" he pulled out a handful from under the counter. She gave him another smile, selected a red dart, and dropped off of her stool. Spinning around, she launched the dart back across the length of the room to embed itself deep into the bullseye.

"I can handle myself, but thanks for asking," she smirked as she headed out. She paused at the door and glanced over her shoulder. "Thank you for your cooperation," she said politely before exiting the bar.

 _Alright, we've got a location now._

 _/Still too early to stake it out, though./_

 _True. But I can't do it yet anyway. I don't have a thing to wear._

 _*Are we going clothes shopping?*_

 _Why yes, Eric. Yes we are._

Her announcement was met by a chorus of groans from both Eric and Chris.

Kyle, however, chose that moment to pipe up as well. _[Clothing is good, camouflage, blend in, panther lies in wait in the tall grass, unknown to the prey…]_

 _See, Kyle gets me._

 _/Cat, I'm not really sure how to respond to that./_

A few hours later and she was done, carrying several bags in each hand. She found more than just a new outfits for the evening, including some lovely sundresses in various styles and colors that were of a higher quality than her other ones. There was a sale on shoes which prompted her to expand her inventory of sandals. And then, of course, with the new wardrobe came another suitcase to carry it all back home.

Finally, at her last stop she found a perfect gift for Natasha and one for Lisa as well. For the redheaded agent she picked out a stunning black pendant in the shape of a spider with a small red ruby in the middle, and for her girlfriend she found a lovely amethyst necklace that she thought would match her purple-tipped hair.

 _*Are you sure we're done now?*_

 _Don't be such a grump, Eric. Yes we're done. And I'm sorry that I discovered that I really like to shop. Especially now that I have money to shop with._

 _/For what it's worth, what you picked out will definitely make you stand out. Thought you were going for a subtle look?/_

 _No, like Kyle said, camoflage, not subtle. Watch and learn._

 _/Sometimes I feel like the master has become the grasshopper after all./_

 _And sometimes I still don't have a clue what the hell you're talking about._

She dropped her bags off in her room before heading down to the dining room for dinner. At Chris' recommendation she tried a steak for the first time and found that her taste buds declared themselves to be in heaven.

 _I can't believe it's taken me this long to eat steak._ The diminutive brunette was practically moaning in ecstasy. _Why haven't we tried this before?_

 _/Not easy to find a decently-cooked steak. And they're usually expensive, if they're done right and with the good sides of beef. What you have there is a grade-A Top Loin Strip./_

 _It melts in my mouth like butter! Is it because you had me order it medium-rare?_

 _/Partly, yes. That's why it's difficult to find a good steak, most restaurants ruin a perfectly good side of beef by overcooking it. Next time try rare, you might like that even more./_

Once she received the bill, however, her eyes widened slightly. _Alright, I see what you mean by expensive. I suppose it's not just because things are more pricey out here in general?_

 _/No, not really. That's actually a pretty good price for a Strip Steak from what I recall./_

 _Holy crap. Still. I'm having me one of those again someday soon._

Back in her room, she still had an hour or so before she'd need to head out. She took her laptop out, connected to the hotel wifi and then went through the convoluted communications protocol in order to connect with the secure S.H.I.E.L.D. network. Fortunately she'd gone over the steps with a technician before she left the helicarrier.

Once on she sent off a few emails, one each to Lisa, Natasha, and Clint, letting them know how she was doing. She answered a couple from Jolene and Jenny, as well as an inquiry from Matt Murdock who would occasionally check up on her well-being. Though she wondered what technology he could use for emails, Chris mentioned that he may just have an administrative assistant to do emails for him.

Finally she logged into her S.H.I.E.L.D. agent account and filed a brief report on her findings so far and how she intended to proceed that evening. She hadn't checked in with Control since she had landed that morning, but she figured this was a better measure to take anyway.

Logging off and closing up her laptop, she pulled her gun case out again and secured her full-sized sidearm. The lithe girl undressed and then began to unload her shopping bags, laying out what she'd need for the evening.

When she was done pulling her outfit on, she stood in front of the floor-to-ceiling mirror by the bathroom, turning in a circle.

 _*Holy shit, girlie. You look hot as hell.*_

She wore a black halter top that gathered up behind her neck and came down in a point that ended just at her belly button. She decided to, for once, wear a bra, one that was a push-up and would make her appear to actually have boobs for a change.

A bright pink miniskirt barely covered her ass and hugged her tightly enough that it was quite obvious she was not wearing any underwear. She had a delicate chain-link belt that encircled her waist, open-toed black sandals and black fishnet stockings.

 _/That does not look like a proper stakeout outfit./_

 _Nope. Kind of the point. I will, however, be fitting in with the crowd._

 _/What crowd?/_

 _Well, Chris, don't you remember our research of the area? There's a new nightclub that just opened up…_

 _/...Right down the block from our spot. Nice. And that's likely the reason the dealer's set up there./_

 _Right. So we're gonna go clubbing. Well, at least look like we're clubbing._

She had a nice, knee-length black overcoat to wear on the cab ride, but slung it over her shoulder once she arrived a couple blocks from the club. Under it she had her concealed-carry purse with her compact Glock 23 and S.H.I.E.L.D. badge.

 _Alright, it's after ten. Party should be just about ready to kick off… If they're dealing, they should be in place as well._

 _/Good luck, Cat. Kick some ass./_

She smirked to herself as she set off down the street, putting a little bit of a swagger into her walk. _That's the plan, guys._

Halfway down the block she spied a black pickup truck parked on the corner. While she approached, several young-looking men and women stopped by the vehicle individually, slipped some money inside and then made off, clutching a small bag in their hands.

She put an innocent smile on her face as she slinked over to the driver's side window. "Hey there," she purred. "I was told you might have something to make the evening a little more fun."

The man inside, dark-skinned and pockmarked, grinned widely at the sight of her. "Baby, I got all you need. Maybe a little more, if you know what I'm sayin'."

 _Oh, gag._

"Well aren't you just the charmer," she giggled. She leaned in and trailed her finger up his arm. "Now, I heard about this one new thing, supposed to be really…" She moved her finger along his shoulder and up his neck, whispering. "Really…" Her finger slid across his jawline and ended up on his lips. "Hot."

The man cleared his throat after she moved her finger away. "Oh, yeah?" he asked, his voice cracking. "Um, what was it you heard 'bout?"

She resisted the urge to wipe her finger off and instead leaned in further to place her lips against his ear. "Black Chipotle," she breathed.

"Oh, baby, that's high-end shit there," he said, grinning. "I got it, yeah, but it's gonna cost ya."

Caitlin grinned back and giggled. "Baby, not as much as it's gonna cost you."

With a lighting-quick move she grabbed hold of him by the shirt and hauled back. Her enhanced strength pulled him right out of the truck, though the open window, and onto the sidewalk where she pinned him to the ground with her knee in his back.

"Now then, baby," she purred. "Who do you get Black Chipotle from?"

"Ow! Bitch, you're hurtin' me!"

"Oh, this is nothing compared to what I'm gonna do to you if you don't start talking."

Several bystanders hurried past, unwilling to get involved, while he whimpered in pain. She increased the pressure on the arm she had bent behind his back and he let out a wail of agony.

"You're right-handed, yeah? I'm guessing it's really going to cramp your style to have it fractured in multiple places. Still waiting on that name."

"Oh, God, please… alright, alright, guy by the name of Fat Larry, runs his operation outta some old bottling plant up in eastside, off of Folsom!"

Caitlin grinned triumphantly. "Where's your stash, baby? You got any Black Chipotle on you?"

"Y- Yeah, back pocket, small baggie, I keep it on me, that's pricey stuff y'know?"

She slipped her fingers in and withdrew the plastic baggie. There were five small black pills inside.

"How much is this bag worth?" she asked curiously.

"Um, street price, 'bout forty gees. Hey, can you lemme up now?"

The lithe girl frowned to herself. _Forty gees?_

 _/Forty thousand dollars. So that's eight thousand a pill./_

 _Holy shit!_

 _/Yeah, pricey stuff indeed for something that small./_

"What's your name, baby?" Caitlin asked sweetly.

"Um, Georgie."

"Well, Georgie," she smirked as she clubbed him upside the head, knocking him unconscious. "Thank you for your cooperation."

She bundled him back into his truck, first searching for illegal items. She found a cheap revolver, which she unloaded and threw onto the floor of the vehicle, as well as a large roll of bills, likely a few hundred dollars. She smirked and tucked it into her purse. Evidently he hadn't sold any of the Black Chipotle that night.

 _/Really?/_

 _Just compensating myself for my outfit._

 _/I really don't think that's standard S.H.I.E.L.D. procedure./_

 _Likely not. Gonna do it anyway, especially because I have this super-hot clubbing outfit on and I now don't have the opportunity to go clubbing for my first time._

 _*We gonna go crash a drug lab?*_

 _That's the plan._

She found a helpful length of rope behind the seat and used it to truss Georgie up securely before rolling up the windows, locking the door, and closing it. Then she threw the keys over the nearby chain link fence and across the nearby abandoned lot, pulled out his cell phone that she found on the passenger seat, called in an anonymous tip on a drug dealer, and finally left the phone in the bed of the truck while still connected to the police.

She walked quickly back up the street, pulling her own phone out of her purse and calling for a cab.

 _/Back to the hotel?/_

 _Yeah, I think I'm going to need something a little more formal for the next party._

Abandoned Cola Bottling Plant. Eastside L.A.

Caitlin stood in the shadows observing the large, warehouse-like structure ahead. She was wearing her dark blue S.H.I.E.L.D. jumpsuit this time with her comfortable combat boots and full-sized Glock 22 holstered at her side. She'd worn her overcoat again on the cab ride but now that she was unobserved she shrugged the coat off and left it tucked away behind a dumpster.

 _Alright. I see one entrance on each of these two sides. Borders another warehouse, so there might be an exit that way as well. Other side was completely sealed up though._

 _/That's a lot of area to cover./_

 _Right. I'm going to have to go in stealthy, scope out the place, and see where the manufacturing area is. Eliminate the bosses, fire the building._

 _/That's the plan?/_

 _Um, yeah, that was my plan._

 _*I like it.*_

 _/You would, Eric. I suppose it's straightforward enough, but there's a lot that could still go wrong. What if they get alerted to your presence beforehand?/_

 _I'm just going to have to make sure they aren't. Relax, there's no activity, they'll be all unsuspecting and unready for-_

Her internal conversation cut off at the sound of a loud _crash_ of shattering glass. A small form came hurtling through a window up on the top floor, sailing over Caitlin's head to land against a small wooden stall, collapsing it into splintered debris.

 _Well, shit._

Following the body was another one, but this was a large brute of a man who seemed to jump in a controllable fall rather than be thrown out. The concrete shattered under him as he landed. She could hear his snarling from there as he lumbered over towards where the other body had fallen.

"I'm gonna rip your fucking head off, kid!" he roared as he charged forward.

 _Whelp, looks like I'm improvising again._

Caitlin ducked out of her concealment, drawing her sidearm and coming to a halt in front of the rubble where the body landed. "S.H.I.E.L.D. Agent, on the ground, now!" she shouted.

By this point she could tell that the man was indeed gigantic, almost eight feet in height and with bulging muscles. He had legs like tree trunks, and they propelled him across the hard concrete faster than should have been possible for a man his size.

 _He's not stopping!_

 _/Then stop him!/_

She took aim at his legs and began to fire her sidearm. Six shots, four in his right leg and two in the left, before he was upon her, and it didn't seem to slow him in the slightest. If anything, his manic grin seemed to grow wider.

And then he was within arms reach and plunging his fists down into the ground where Caitlin was standing, pulverizing the sidewalk. Fortunately, she'd already started her leap to the side to avoid the strike, but he was faster on his recovery that she expected and she had to keep jumping nimbly out of the way to avoid him.

 _Something tells me I really don't want him getting those massive paws of his on me…_

Suddenly she heard a small voice pipe up from behind the brute.

"Hey, I'm not done with you!"

Caitlin stumbled to the side to see a young girl, perhaps eleven or twelve, standing there with her fists clenched at her sides and a pink hat depicting some sort of animal perched on her head.

She looked so very, very tiny compared to the towering monster of a man that Caitlin's heart seized up with fear for her.

"Little girl, no don't-"

Before she could complete the sentence the other girl had swung her fist up and into his stomach. Incredibly, he stumbled back as if the wind had been knocked out of him.

 _What the fuck?_

Her next swing lifted the giant off of his feet and dropped him backwards, out cold.

Caitlin stared at the little girl whose eyes were now glowing a faint purple. She grinned triumphantly at the brunette and raised her fists over her head in celebration.

"Princess Powerful is victorious again!" she crowed.

"Molly! Are you okay?"

Caitlin's head whipped around to find the new speaker, only for her eyes to be drawn to the sky above her where a glowing female figure was floating. Her skin was translucent in shades of the rainbow. The other girl noticed her at the same time and cocked her hands back as if to hurl something towards her. "Wait, who are you?"

"Karolina, no! She's a good guy!" the little girl shouted, jumping up and down to get the floating woman's attention. "She tried to stop the big ugly ape-man!"

The glowing figure landed and she slipped something over her wrist. Her brightness dimmed until Caitlin could tell that she was actually a teenager not much older than her apparent age, with long blond hair, stylish jeans and a yellow tank top. "Yeah? Then who _are_ you?" she queried again, still suspicious.

"Um," Caitlin replied intelligently, still trying to get a handle on the situation. "I'm Agent Brown from S.H.I.E.L.D."

"Those aren't the good guys," the blond snarled, her hand still on her wrist.

"Well, yeah we are, actually," Caitlin remarked. "Who are you supposed to be, exactly?"

"None of your business!" the girl huffed out irritably. "Come on, Bruiser, let's get out of here and find the others."

"But she's nice!" Molly complained, standing stubbornly with her hands on her hips.

There was a loud noise in the distance that sounded like an explosion, and Karolina whipped her head around. "Oh, no," she murmured. "That's where Nico and Chase went... " She turned back to Molly with a stern expression on her face. "Bruiser, you get yourself back to the rendezvous, alright? And you," she said, turning to Caitlin and pulling whatever it was back off of her wrist as her body lit up with the rainbow glow again. "Get lost!"

With that she took to the skies, zooming towards where the sounds of combat were coming from.

"Huh," the diminutive brunette said thoughtfully, watching her glow recede into the distance. "Well, isn't that something."

"Sorry she's such a meanie," Molly apologized brightly. "She's usually really nice, honest. Hey, you wanna come meet with everyone?"

"Um, I'd like to Molly," she replied hesitatingly, "but I need to take care of the bad guys in the building. It's my job."

"Oh, we already took care of them!" the small girl replied cheerfully. "That's what we were doin'! Took alla their bad poison stuff away from them, that's why they're chasin' the others I 'spect."

"They took…" Caitlin paused, closed her eyes and took a deep breath. _It never goes smooth, why does it never go smooth…_

 _/Ha, Firefly quotes, I'm proud of you, Cat./_

 _Oh, shut up. This is a disaster._

 _/So go with the kid./_

She opened her eyes back up and smiled, holstering her sidearm. "Sure, let me grab my coat really quick and we can go."

As they walked off through the streets, Caitlin glanced over at her companion. It was odd in a way, as she was used to always being the shortest person around. "So, what name do you go by? Molly, Bruiser, or Princess Powerful?"

"Molly's my real name, but my codename is Princess Powerful. 'Xept the others keep callin' me Bruiser, I think Princess Powerful is a way cooler name, though."

"Definitely way cooler."

"See! I knew you were awesome. So what do I call you?"

She laughed and slung her arm around Molly's thin shoulders. "I'm Caitlin, but you can call me Cat."

The La Brea Tar Pits. L.A.

"Hey, Cat!" Molly chirped as she led the brunette agent by the hand. "D'ya know what 'La Brea' means?"

"Um, no, sorry I don't," Caitlin replied as she looked around warily. "Are we heading under the museum?"

"Yeah, it's where our secret lair is! So anyways, 'La Brea' means 'The Tar'!" She stopped and looked back at Caitlin with a wide grin on her face, waiting for her to get the joke.

"Wait… Seriously?" She had to chuckle at that. "So this is The The Tar Tar Pits?"

"Hee!" Molly skipped ahead again, pulling on the petite brunette's arm. "C'mon, the guys should all be here, you get to meet everyone!"

"These other kids, they're all your friends?"

The small girl glanced over her shoulder, suddenly very serious. "Nah. They're my family."

With that they rounded a bend in the underground corridor and came upon a vast cavern. It had numerous chambers built out of stone that merged with the many stalactites and stalagmites. Parked off to the side was an odd, bulbous vehicle that was large and green. Caitlin couldn't quite tell how the strange thing even got inside the cave.

Her enhanced hearing could pick up a conversation coming from further down by what looked to be a living area. One of the two female voices arguing seemed to be from the girl, Karolina, that she'd met earlier.

"I don't know, Nico! She was with that other lady, but she was fine! I told her to meet us back here!"

"Karolina, she's only eleven, how could you leave her alone like that?"

"You guys needed my help!"

A new voice broke in then, also female but more harsh. "Hang on, guys, we've got company…"

Caitlin rounded the corner, still walking next to Molly, when she came face to face with a tall creature, scaly and brown with large claws and a gaping mouth full of extremely sharp teeth.

And it was looking at her like she was its next meal.

She froze in place, her eyes wide as saucers. "Um, Molly…" she squeaked.

"Yeah, Cat?"

"What. The. _FUCK_. Is this?"

"Language!" the little girl scolded her. "And this is Old Lace, she's our pet."

"But… what _is_ she?"

"Oh, she's a veli… veloca… She's a dinosaur."

 _I'm not crazy, right? I'm really seeing this thing in front of me, looking like it's going to eat me?_

 _*You and me both, kiddo. Just… don't move.*_

 _NO SHIT ERIC I'M NOT MOVING AN INCH!_

 _/Keep calm, Molly doesn't seem afraid of her…"_

 _SHE WANTS TO EAT ME!_

"It's her! The S.H.I.E.L.D. agent!" Karolina shouted as she rounded the bend, floating a foot above the ground. She was in full-on glowstick mode, lighting up the entire cavern.

"Lady, if you think for one second we're going back to those foster homes…" Her companion was around Caitlin's height but dressed in a black outfit with flowy sleeves. She actually reminded her of Lisa in the way that she seemed at least part Asian, with her black hair back in a spiky ponytail.

"Wait, no! You guys, she's nice!" Molly was jumping up and down in protest.

A new face poked his head around, a blonde teenaged male with messy clothes and a worried look on his face. "Molly, get back here and out of the line of fire…"

The last member of their group, at least as far as she could tell, was a somewhat heavyset girl with purple hair and glasses. She was the one with the harsh voice, and the cold look on her face matched it perfectly. "Lace, you eat her if she moves."

 _I KNEW IT, SHE'S GONNA EAT ME!_

Caitlin was starting to panic now. She'd not come up against anything like this before and it was really beginning to worry her. _Okay, I need to transform, put me on even terms…_

 _/Wait, they aren't making any aggressive moves yet.../_

The dark girl gave her a smirk. "Lucy, see if you can't knock her out of the cave."

 _/Okay, never mind./_

Caitlin took a step back and slid her hand around to her belt. The dinosaur, Old Lace, took it as an opportunity to growl menacingly and advance further, fortunately also blocking the glowing girl's shot.

"Gert, have her back up!" Karolina complained.

With a flick of her wrist Caitlin undid her gunbelt, letting it drop to the floor. Grinning darkly, she lunged forward.

By the time she slammed into Old Lace, she was a sleek, muscular panther.

The charge knocked the dinosaur back and it tumbled to the floor, stunned. Caitlin wasted no time in pinning it to the ground, wrapping her strong jaws around its throat…

And waited, growling softly in warning.

The other teenagers were in pandemonium in the short time it took her to end up in that position.

"Did you see-"

"How did she do that?"

"No, Old Lace! Get off of her!"

"Wait, guys, back off, I keep tellin' ya, she's a good guy! Stop!"

"Lucy, can you hit her?"

"Not without getting Old Lace, she's all over her!"

"You bitch, I'm gonna-"

"STOP FIGHTING!"

The last was screamed by Molly at the top of her lungs, cutting off all further conversation.

"I brought her here, 'cause she was tryin' to stop the same bad guys we were!" she continued angrily. "She's a nice lady! She wants to help! Now stop threatening her!"

"She's the one who has Lace pinned!" Gert protested loudly.

"Because you all were threatening her!" Molly shouted back. "Now play nice!"

The tiny girl stood there with her arms crossed furiously, glaring around the room. One by one the other teenagers began to relax somewhat, some looking abashed.

"Well, I don't trust her," Nico grumbled.

"You haven't even talked to her yet!" Molly retorted. "Can you promise not to kick her out till we talk to her at least?"

"But she knows where our new hideout is!" the boy protested.

"Talkback, she's already here, it's not like we're gonna kill her," Karolina said softly. "So… maybe we should try?"

"Right," Nico snorted. "Look where that got us the last time."

Karolina laid a glowing hand on her arm. "Not everyone is Alex," she murmured.

"All right, we're gonna vote on it," Molly stated, clearly tired of waiting. "All in favor of letting Cat have her say? That's her name, by the way. Cat."

The boy, Talkback, snorted a laugh. "Really, Cat? Nice. Yeah, okay, I'll listen."

Gert sighed, still clearly worried about the dinosaur who had been completely motionless during the whole conversation, still lying pinned under Caitlin's jaws. "Fine. Okay."

"Three to two," Molly said triumphantly. "Now you have to listen to the nice agent."

Nico threw her hands up. "Alright! Fine, panther-chick, have your say."

Caitlin crouched back and transformed into a teenaged girl again. "You guys sure take a long time to come to a decision," she commented nonchalantly. "My jaw was starting to get cramped."

"Hey, Cat?" Molly asked, grinning.

"Yeah?"

"Where'd your clothes go?"

She looked down at herself and then at the tattered remains of her jumpsuit on the ground. "Oh, well they don't transform with me. That's why I dropped my gun belt, I didn't want to mess that up, it's hard to find one in my size." She glanced back up to see the other teenagers in various states of surprise or embarrassment.

Gert and Nico were looking off to the side, blushing slightly. Curiously, though, both Talkback and Karolina were staring at her in open-mouthed amazement. When Gert noticed the boy's reaction she slapped him upside the back of his head, hard.

"Ow!" he complained. "What was that for?"

Molly just seemed to find the whole situation hilarious.

Caitlin sighed and put her hands on her hips. "Look, lack of clothing doesn't bother me in the slightest, but if it's making you uncomfortable, I could borrow something. Oh, wait, I have my coat, I'll just slip that on…" After a few moments of searching she located her discarded overcoat and slipped it on, belting it at her waist and buckling her gunbelt over it.

"Okay, I look ridiculous," she sighed.

"I was fine without it," Talkback muttered, earning himself another smack.

Caitlin could have sworn, though, that her enhanced hearing picked up a faint "Me, too," from Karolina. _Hmm, interesting. Glowstick girl just might swing my way as well._

 _/Are you seriously considering flirting with her?/_

 _What? No! I'm just thinking of her as an ally. Now that you mention it though, she's kinda cute…_

 _/Cat!/_

 _Kidding! I'm kidding!_

 _/...I liked it better before you picked up Eric's sense of humor./_

 _*I resemble that, bro.*_

Eventually the group ended up back in the living area and sprawled across the couches there. Karolina had her glow turned off, and the petite brunette noticed that it was actually a bracelet that she put on her wrist to dampen the effect. Caitlin gave Old Lace a hesitant pet before she sat down as well. "No hard feelings, um, okay girl?"

The dinosaur gave a huff of resignation and settled behind the couch where Gert was sitting.

"Alright, well, I suppose I could start with an introduction," the diminutive brunette began. "My name's Caitlin Brown, I'm an agent of S.H.I.E.L.D. here on assignment. My target was actually the same bottling plant that your group apparently hit tonight."

The others looked towards Nico, who seemed to be their de facto leader. "Right," the dark-haired girl stated firmly. "Before we tell you anything, I want to make something perfectly clear. We are not, in any way, going back to our foster homes."

Caitlin looked at her with a small frown. "You mentioned something like that when I came in. Are you runaways?"

"Yep!" Molly said cheerfully. "Once a runaway, always a runaway!"

"Do you seriously not know anything about us?" Gert asked skeptically. "I thought you were with S.H.I.E.L.D.?"

"Um, yeah, but I'm kinda new," Caitlin admitted sheepishly. "Only Level 3, so I don't know about a lot of the classified stuff…"

"No, I mean just from the news!" Gert interrupted. "We were all over it just four months ago!"

The petite agent blinked her eyes. _Maybe a little trust is called for?_

 _/What, you want to disclose more about yourself?/_

 _Well, they already saw me transform, that's Level 7 info right there, so I might as well go all in._

 _[Only way to earn their trust is to lay your soul bare.]_

 _Exactly. I think._

"Four months ago," she sighed, "I was running for my life from the laboratory that created me."

Her news was met by stunned silence, until Molly jumped to her feet. "Wait, so you were made by evil scientists?"

"Um… pretty much, yeah…"

"So those could be called your parents, then, right?"

"I'd rather not-"

"Guys, she's one of us!" Molly shouted triumphantly, jumping onto the couch and bouncing up and down. "Let's make her an honorary Runaway!"

"Wait, Molly…" Nico sighed, pinching the bridge of her nose. "Okay, we're getting a little ahead of ourselves." She looked back up at Caitlin, and she was struck again by the similarities between her and Lisa with her warm brown eyes. "So you got your, er, powers from a lab?"

"Grown somehow, I don't know the details," she shrugged in response. "But yeah, I'm enhanced even without transforming. Stronger, faster, and more agile. It's why they let me into S.H.I.E.L.D. and trained me to be an agent. I get to use my powers to do good."

"Huh." Nico leaned back and eyed her warily, but then seemed to come to a decision. "Alright. Well, as you might have heard, I'm Nico, also go by Sister Grimm. Karolina here you met already, she goes by Lucy In The Sky With Diamonds."

"That's an awfully long code name," Caitlin interjected. "What does it mean?"

Karolina looked over at her for the first time since they sat down. "Oh, um, it- it- it's a song, right?" she stammered. "From… well, nevermind," she ended in a mumble.

 _/Group called The Beatles, specifically John Lennon. Very famous but back in the late sixties, I think. Curious, as it's well before her time./_

Nico shot the blonde an odd look before continuing. "And you obviously know Molly, her codename is Bruiser."

"Is not!" the little girl interjected hotly. "Princess Powerful!"

Caitlin smiled as Nico rolled her eyes. "Alright, I'm sorry, Princess Powerful. The girl with the velociraptor there is Gertrude. And next to her is Chase, also known as Talkback."

"Well, okay, then" Caitlin smiled around the room. "So, it's nice to meet you all. Um, you can call me Cat if you like. So, why is it you're all runaways?"

"It's a long story, if you haven't read the news," Gert sighed. "Have you at least heard of the Pride?"

"I did yes, they were in my briefing, but they disappeared… four… months… Oh." She blinked her eyes as she began to connect the dots. "So they were…?"

Nico nodded, her face set in stone. "Our parents, yeah. We were responsible for their overthrow, but I'm not going to talk about the details. Captain America found us right after and so thoughtfully split us all up and into foster homes."

"Well, I ended up in a mutant orphanage," Molly commented calmly as she played with a thread hanging off of the hem of her shirt. "But they weren't any fun. I missed my friends."

"Sooo… you all left your foster homes and ran away?"

"For the second time, yes," Nico nodded. "They didn't approve of what we did before. What did Captain America and the other Avengers call it… oh, yeah, 'vigilantism by minors', that's it."

"Whatever," Gert groused. "All members of the oppression, just like yourself."

Caitlin looked over in surprise. "Me?"

"Yes, you! Foot soldiers of the establishment, putting your heel on the neck of the common people-"

"But Captain America's a hero!" the brunette agent insisted. "He's been, well, protecting the country since forever! He's a legend!"

"Legendary patrician, more like," Gert huffed.

"Gert, please, not now," Karolina interjected.

Nico nodded. "Right, we're getting off track again. So what was your mission, Cat?"

"Oh, right! I was sent to break up the Black Chipotle drug ring. But I seemed to enter in at the end of your own attack."

"That would have been quite the fight all by yourself," Karolina commented quietly.

Caitlin shrugged. "I can take care of myself."

"Yeah, seems that way." Nico leaned forward. "So what do want with us?"

"Molly said you'd grabbed the product. I need to make sure it's destroyed."

"First thing I did, babe, tossed it all into the tar pits up there," Chase said languidly.

"Oh." She was feeling a bit foolish now. "So, um, that was all of it? And what about the bad guys?"

"That was all of it, couple of buckets worth," Nico affirmed. "And we gave the drug makers a good beating. Police should have them under arrest by now."

"Well, that was anticlimactic," Caitlin smiled. "Guess my work here is done."

"Don't suppose there's a reward for helping S.H.I.E.L.D. take out the bad guys?" Chase snarked.

"Oh, um…" Caitlin thought back to the roll of money she'd taken off of the drug dealer. "Actually, I can do something about that, but I'd need to get back to my hotel room. I'm staying in the Marriott."

"Really?" Nico perked up. "I mean, wow, that'd be really cool of you."

"We can get real food for a change!" Molly cheered.

Caitlin suddenly felt embarrassed about her own situation. She could see herself having ended up just like this, on the run and hiding away from the state and the authorities, if S.H.I.E.L.D. hadn't taken an interest in her. "Um, it's not… it's not much, I could do more…"

"No, it's okay," Nico replied, smiling at her with understanding eyes. "We're good with what we have. But yeah, a little bit of help could go a long ways right now."

"Alright then," Caitlin smiled back. "So, I don't suppose I could get a ride…?"

"I'll take her!" Karolina interjected, raising her hand.

Everybody looked at her with varying degrees of confusion. "I mean, I can give her a ride," she amended meekly. "I know it's nighttime, but I'm still powered enough to fly her out and then fly back."

"Really?" Caitlin grinned. "That'd be awesome!"

"Yeah?"

"Oh yeah, definitely!"

Caitlin took her time saying goodbye to Nico, Gert, Chase, and Molly, as well as even Old Lace, before she walked outside with Karolina.

"So, um… how do we do this?" Caitlin asked hesitantly.

"Well, I just grab you under your, um, arms, and sorta carry you that way," Karolina said, looking at the ground. Her glow illuminated the tar pits like a beacon. "We should get going, though, before I attract attention."

"Well, okay then, let's fly!"

It was, upon some introspection, both the most exciting and simultaneously terrifying thing she'd ever done in her very short life. The short flight across the L.A. night sky was wondrous, and almost enough to keep her from thinking overly about plunging to her death. All too soon, however, they were landed behind the hotel, and Karolina slipped her bracelet on to conceal her glow.

"So how does that work, anyway?" Caitlin asked conversationally as they entered the lobby. She ignored the odd looks she received, barefoot and wearing only an overcoat, though at least she'd slipped the gun and its holster into one of her large pockets beforehand.

"It negates my powers," the tall blond teen replied. "My parents had it on me since I was four, never suspected what it really was until I took it off. Thought I was allergic to penicillin."

"Huh," the brunette grunted, punching the elevator call button. "So, not something you want to lose, then."

"No, that'd be bad," Karolina grinned, looking at her sideways.

As they rode the elevator up, Caitlin decided to play a hunch. "It's interesting, actually, how closely Nico resembles my girlfriend."

She noticed Karolina's hitched breath. "Girlfriend?" she asked, failing to mask her eager curiosity.

"Mmhmm," the brunette replied casually. "Her name's Lisa. Lives up in San Francisco, actually."

They stopped at her floor and the two teen girls proceeded to Caitlin's room. Soon as they walked in and closed the door, the petite agent dropped her gun belt on the bed and shrugged off her overcoat, revealing her lean naked body. Her hearing picked up on Karolina's increased heartbeat, and out of the corner of her eye she could see that the blonde was blushing furiously.

 _/Cat, what are you doing to the poor girl?/_

 _Just confirming my previous theory._

 _/Did you really need to do that? I could have told you with one hundred percent certainty she was gay just from the way she's been looking at you./_

 _Thanks for sharing beforehand, professor._

"So," Caitlin asked casually as she slipped her sundress over her head. "Do you want to talk about it?"

"Um… about what?"

Caitlin turned and sat on the bed, patting the space next to her. "Liking girls."

The blonde girl blushed even harder and sat down with a huff. "Am I that obvious?"

"Only to some." _Like smartass consciences._ "I take it you haven't told the others?"

"No, no, I couldn't…" Karolina looked away wistfully.

"Hmm. Somebody there you like? Seemed Gert was taken with Chase, and Molly's a bit young, so that leaves Nico, eh?"

Karolina didn't respond, but her face was cherry red by this point.

The brunette sighed. "Look, I'm not in any position to give advice, really. I'm so incredibly socially awkward it's embarrassing at times, but I can only pick up on things by asking, or telling people when there's something going on I don't get. Communication, right?"

The blonde girl nodded. "I have to tell her at some point," she whispered.

"Or you'll never know," Caitlin agreed. She reached behind her and into her concealed carry purse on the bed, withdrawing the wad of cash. "Here. Take this back to your family, and you guys take care of each other, alright?"

Karolina's eyes got wide when she saw the size of the roll, and she grinned, nodding happily. They both rose to their feet, and the blonde encased the brunette in a spontaneous hug.

"I'm glad Old Lace didn't eat you," Karolina murmured.

Caitlin laughed into her shoulder. "Yeah, me too." She drew back and looked up into her eyes. "If you guys get into something over your heads, you get in touch with S.H.I.E.L.D. somehow, okay? Tell them to reach me, and I'll do whatever I can to help."

Karolina smiled gently. "Thanks Cat. We can take care of ourselves, though."

Caitlin watched her leave the room. "I'm sure you can," she murmured to the blonde's back as the door closed.

Three hours later saw her on a flight back to New York City after having taken a quick detour. There was an inexplicable fire at an abandoned bottling plant early that morning. Caitlin decided, just to be on the safe side, that the drug ring center of operations needed to be eradicated for good.

For the first time in quite a while, on that long redeye plane ride back to the East coast, she was able to comfortably fall asleep in her human form.

Ceol Irish Pub. New York City.

"So this is an Irish Pub," Caitlin mused, looking about the cultural decor of the cozy bar.

"Yep," Clint declared after taking a swig from his beer. "One of the best. You sure you don't want to try this?"

"No, thanks," she replied, wrinkling her pert nose. "I've had beer, it's nasty."

"Heathen," the blond man sighed dramatically. "I was so hoping for another buddy that wouldn't drink me under the table like Tasha does."

Caitlin looked over at the redheaded agent and shared a smirk with her. "Um, Clint, you do remember that alcohol doesn't affect me, right?"

The archer looked at her askance. "Well, never mind then," he said loftily. "I'll just enjoy this on my own."

Natasha let out a snort of laughter as she tossed back her drink. Her new necklace sparkled in the light as it slipped slightly out from under her shirt. She'd been extremely touched to get the gift, though she tended to eschew jewelry for the most part while on assignment.

Two days after her return from Los Angeles a large group of S.H.I.E.L.D. agents had gathered at the pub after a set of missions, and both Clint and Natasha had invited the diminutive brunette along. Caitlin really didn't want to bother with alcohol at any rate, most of what she'd tried hadn't been pleasant and it took far too much trouble to convince the server that her ID was not, in fact, fake.

Well, technically it was. But it was authentic. Just perhaps a bit exaggerated.

Her attention was caught by the entrance of a large-framed blond man with chiseled features. Clint called out "Steve!" cheerily when he saw him and waved him over. As he walked up, Caitlin noticed that he was wearing a uniform in the colors of the American flag.

"Come to sit with us peons, Cap?" Natasha joked warmly.

"Seriously, Rogers, when was the last time you just relaxed with us!" Clint admonished.

Rogers smiled at the pair as he took a seat. "Well, now is a good a time as any, right?" He glanced over at the teenaged girl sharing the table with them.

"So, you must be Caitlin Brown that Natasha and Clint are always talking about."

The brunette stared at him with her mouth opening and closing, unable to make a sound.

He sighed and extended his hand. "I'm Steve."

Caitlin looked down at the hand and then back up into his piercing blue eyes. "You're Captain America."

He chuckled and withdrew his hand. "Well, yes I am."

"You're Captain America," she repeated wonderingly.

By this point both Romanov and Barton were laughing into their drinks at the spectacle.

"I think we already agreed on that point, miss," Rogers laughed.

"But... why are you talking to me?"

The other two S.H.I.E.L.D. agents had abandoned all pretense at hiding their humor, while Rogers shot them a look. "Because I'm being polite?"

"But... but... you're Captain America."

Deciding to take matter into his own hands, Rogers leaned over and captured Caitlin's fingers, gently giving them a shake. "And now we've been properly introduced."

Steve proceeded to visit with Natasha and Clint for some time, catching up on personal events, while Caitlin watched bemusedly, not really contributing to the conversation. Internally she was comparing all the legendary stories she'd heard, through S.H.I.E.L.D. and elsewhere, of the heroic figure sitting next to her. She found it difficult to reconcile them with the friendly and humble-seeming blond man. Eventually though he finished his drink and got up to leave.

"Well, it was nice meeting you, Miss Brown."

"Um, yeah, you too..." She stared after him for some time after he left before turning back to Natasha and Clint with a wide grin on her face. "Captain America shook my hand."

Barton snorted into his drink while Romanov shook her head humorously. "You are such a fangirl."

"Am not, bite your tongue, Tasha! But… but that was Captain America!"

"Yes, and we work with him often."

"Wow." Caitlin shook her head wonderingly.

"We could let you meet some of the other Avengers if you like," Natasha prodded gently.

Caitlin shook her head again. "I met Dr. Banner, remember? He was nice. And I already met Stark. He's an ass."

Barton slid under the table, he was laughing so hard by this point.

"Agent Barton, you're embarrassing me," Romanov smirked as she downed her glass.

* * *

 **A/N:** Yay for Runaways crossover! I really love that series, if there's any comic run that desperately needs a Netflix season or two, that would be it. Princess Powerful for teh win! Timeline-wise, this encounter takes place four months after the defeat of the Pride and right before Victor joins the team.

And I think Caitlin might just be a tad awestruck by Captain America. So, to recap Caitlin's relationship with the Avengers so far, we have Natasha as the Big Sister and Clint as the Goofy Uncle. Bruce is the Kind Doctor (which is saying something considering the impression that doctors had on Caitlin and her residents' early life), Steve is the Larger Than Life Hero, and Tony is an Ass. Wonder how she'll react to Thor?

Edit note: One of my Betas, **PandaAnimeLover** , went back through and pointed out I had a habit of writing Linda instead of Lisa. I fixed the one in Ch4 as well as the couple of instances in Ch6, I'll stick an autocorrect into GDocs for the time being so I don't mess that up again. Obviously, now, I won't ever have a character called Linda in my story.

Next chapter we see Caitlin join up with a team of agents!

Hugs and accolades as always to those who have liked or followed my story, as well as my reviewers ( **theradvlad, jalohalo123** ). I always like to know how you think I'm doing, please do drop a review even if it's a small one! Thanks for keeping up with the story so far!


	8. Chapter 8

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

S.H.I.E.L.D. Helicarrier.

"Alright, Lisa, spill it," Caitlin said firmly.

"What? Spill what?" her girlfriend quickly replied, her face scrunched up guiltily.

The diminutive brunette sighed and leaned in towards the laptop camera. "You're a terrible liar. I know something's bothering you, you've been listening to me prattle on for fifteen minutes now with hardly a comment. Now, what's going on with you?"

Lisa sighed, glancing from side to side, and practically wrung her hands.

 _She's getting me worried here._

 _/Let her get around to it in her own time. Want my advice? Do the silent treatment. Worked on my girls all the time./_

Smirking internally, Caitlin sat back and crossed her arms, quirking an eyebrow and waiting silently.

The raven-haired girl broke after only ten seconds.

"Okay, okay, I'll tell you," she said miserably.

 _Maybe I have a future in interrogations._

 _*So long as they're all teenagers.*_

 _Well then, there's my retirement plan. I'll be a high school principal._

"So, last weekend, I was over at Lexi's place, and she was having a party," Lisa began, her words falling out in a rush now. "Her parents were gone, and I kinda sorta misled my parents about that, because you know parents, well they… Oh, crap, I'm sorry, you don't really know, do you. Well, okay, so they can be sorta sticklers about things, and sometimes you just _have_ to bend the truth a teensy bit in order to do anything _fun_ , y'know? So anyways, we went to the party at Lexi's, me and Anna and Jimmy and Sam, but there were all these other kids from school there, and some not from school, but it was a really fun party…"

Caitlin had to work very hard at keeping her face impassive. She loved to hear her girlfriend ramble on about things, for some reason she found it incredibly soothing just to hear her voice.

"...And then someone brought some booze, I think, or maybe they found Lexi's parent's stash, but then we all thought it'd be a great idea to try some, and I'd never had any, who knew I'd be such a lightweight, right? I mean, I have a decent body size and weight, I should be able to last alot longer than one measly beer, and it was nasty tasting anyways, but I drank it all because the others were, but then I was really tipsy and the whole room was spinning but it made me happy too, right? And then I started thinking about you and how I missed you being there, and I started talking about you to some of the others, and that's when I kissed someone."

Lisa abruptly cut herself off, physically clamping her hands over her mouth. Caitlin just blinked at her.

 _Okay, so I guess that's why she's upset, then._

 _/Aren't you?/_

 _Um… no? Not really? Sounds like she just lost control._

 _/Well, she's looking like she's about to cry so you should probably say something./_

"Soooo…" she drawled uncertainly. "Was she a good kisser?"

Lisa looked at her with wide eyes and shook her head. She removed her hands from her mouth and blurted out, "No, it was terrible, not like you at all, and it was a guy, even worse, and I don't even know who it was!" With that she clamped her hands over her mouth again.

Caitlin sighed and gave her a gentle smile. "Lisa… look, I'm not mad with you, okay? I think that's why you're upset, right, because you thought I would be?"

"You aren't?" she squeaked, her voice muffled by her hands.

"No, I'm not, now will you please pull your hands down?"

Lisa did so and looked back at her with trembling lips. "I don't understand. Why aren't you mad?"

Caitlin rubbed her forehead, trying to formulate an answer.

 _How do I explain this?_

 _/Cat, I'm not even sure what you're feeling here. Normal girlfriends would get pretty pissed if their significant other went and got drunk and kissed someone, even if it didn't mean anything./_

"I'm not a normal girlfriend," she said out loud.

"Um, pardon?" Lisa asked, confused.

"Look, Lisa, you know I have… trouble with things sometimes, right? I have to have things explained to me, about feelings and such. In all honesty I'm only, what, eight months old? I don't have an extensive experience with emotions, but I have Chris to tell me about things that I feel, or how I should feel... " Caitlin sighed in frustration, looking at Lisa pleadingly. "I realize I'm supposed to be feeling something here, but I'm not."

"You're not… mad? Or jealous?"

"No. Neither one. You still love me, right?"

Lisa nodded rapidly, wiping the tears from her face. "Yes, absolutely, I really really do."

"Well then, I love you right back, so why does it matter?" Caitlin smiled. "It was just a mistake. If it didn't mean anything to you, and you still love me, then what's there to worry about?"

Lisa stared at her intently, as if she was trying to decipher an advanced cryptographic missive. "I don't get you at all sometimes, Caitlin Brown," she finally murmured, "but that just makes me love you all the more."

"Well, that makes two of us, Lisa Lee," the petite brunette laughed. "Because honestly, teenaged emotions are like a foreign language to me a lot of the time."

They shared a giggle with each other and then just sat there for almost full minute, staring at each other.

"Oh!" Lisa suddenly interjected. "You had news! You said in your email you had news, and I totally forgot!"

Caitlin laughed. "I did too! Yeah, I do have news, it's kinda… well, really awesome and exciting and scary and sad all at once."

"Wow, well right there you about covered most of the teenaged emotional spectrum," Lisa replied wryly.

Chris laughed in her head. _/I really do like this girl, Cat./_

 _Yeah, me too. Obviously._

"So anyways, I found out that I finally got my assignment, a slot with a Rapid Response Team! Problem is, I have to move quarters from the helicarrier down to the Triskelion in Washington D.C."

"Oh!" Lisa said her eyes bright with happiness, and then her face fell. "Oh. Yeah, I see."

Caitlin nodded her head worriedly. "I won't get to see Clint or Natasha as much anymore, and I'll be in a strange place. But, I'll finally get to go out in the field. I leave in the morning, so I have to pack my laptop up as soon as we're finished."

"This is a big deal," Lisa said quietly but with pride shining from her face. "But I just know you're gonna do great. You do great at whatever you put your mind to. It's a little intimidating, actually."

Caitlin snickered. "How is that intimidating?"

"You have this…" Lisa struggled to find the right word. "This focus, sometimes, like you've honed in on something, and nothing will keep you from what you're about to do, or learn, or accomplish."

"Hmm," Caitlin replied. "Have I ever turned that focus on you?"

"Oh, yeah," her girlfriend said, blushing slightly. "And it's sexy as hell when you do, too…"

They talked for another half an hour or so before Lisa had to go and finish her homework. Winter break was coming up soon, and she had to get a few more assignments completed before the end of the semester. Caitlin ran through her emails, sending off a couple of quick ones, before powering off her laptop and closing the lid, sliding it into her carrying bag. She sat it at the foot of the bed with the rest of her bags.

 _Okay, got my jumpsuit laid out for tomorrow, and boots… Winter coat… Am I missing anything?_

 _/I think you got it all covered. At least you're taking a S.H.I.E.L.D. transport so you can keep your gun at your side./_

 _Alright then. 'Night guys, see you in the morning._

She had a good night's sleep as a kitty cat and dreamt of cuddling up with her Lisa. It made her purr unconsciously throughout the night.

Triskelion, S.H.I.E.L.D. H.Q. Washington D.C.

Caitlin walked off of the quinjet and across the landing pad, bundled up against the biting wind and carrying several large duffle bags and suitcases that weighed more than she did total. She managed to fit inside the door into the main building, and set her bags down to the side with a huff.

"Agent Brown?" a voice called out.

She turned, smiling, to see a junior-looking man, still older than she appeared, in the suit-and-tie uniform often worn by agents.

"I'm Agent Duffy, I'll be your liaison for the next hour or so. Can I help you with your bags?"

Caitlin shook his hand warmly. "No, that's quite alright, thanks. Are you here to show me around?"

"That's right!" he said cheerily. He had a face like a choirboy, and the brunette snickered to herself quietly. _This guy's a spy?_

 _/Could be a very effective one./_

 _Huh. Didn't think of it that way._

Agent Duffy showed her first to her room up on the eighteenth floor where she could drop her bags and winter coat, then gave her a quick tour. Most of the Triskelion was made up of offices and conference rooms, though there was a large cafeteria on the main floor and several training rooms in the basement. There were more levels both below and up towards the top of the building, but they were restricted to higher clearances that she had.

After the quick tour the agent showed her into what seemed to be an operations room. There were a number of technicians and agents clustered around several monitors showing past footage or current events happening across the world. At the head of the room was a large screen, taking up half the wall, which had a satellite view of what appeared to be a large warehouse set off in the middle of some woods someplace.

Standing in front of the screen were a pair of male agents, one in a suit and tie while the other wore a jumpsuit similar to Caitlin's but in black, with dark grey trim.

Duffy led her forward and stopped a few feet away before clearing his throat, causing the pair of agents to break off their conversation and look over curiously.

"Agent Marshall, I have Agent Brown for you, sir." With that he turned and walked off, murmuring a quick word of encouragement.

Caitlin stood attentively as the two men scrutinized her.

"You're Agent Caitlin Brown," the man in the jumpsuit, presumably Agent Marshall, queried flatly.

"Sir, I am, yes." She held herself confidently. By this point she knew what she was capable of, but realized she'd need to prove herself all over again to a whole new set of people, and the prospect of that didn't phase her in the slightest anymore.

The other agent chuckled and slapped him on the shoulder. "Looks like you're gonna have your hands full, Jimmy," he said cheerfully before walking off.

Caitlin took the time to look her new boss over while he did the same to her. He was a fairly tall man with a medium build and grey hair, neatly trimmed. His face was weathered and tanned, as if he'd spent a lifetime out in the field. He walked over to the diminutive brunette and shook her hand firmly.

"I'm Agent James Marshall. My team just calls me Boss. Let's go meet the other two members and we can get properly introduced."

They strode out of the operations room together without further conversation. Just down the hall was a small staff lounge, currently unoccupied except for two very different people, male and female, both seemingly to be in their mid-twenties.

The man was taller than Agent Marshall, lean and muscular. He was very dark-skinned, almost the color of dark chocolate, and his shaved head shone in the room's lighting. He sat ramrod straight in his seat while reading something off of a tablet but gave Caitlin an easy smile when he saw her.

In comparison the girl was lounging in her chair with one leg thrown over the side. Her hair was neon pink and in pigtails, her lipstick and fingernails were a matching pink, and she was loudly chewing on bubblegum while playing with something on her phone. She pretty much ignored them when they entered.

Both were wearing the same uniform of a black jumpsuit with dark grey trimmings and had sidearms buckled at their waists. The girl's seemed to be a more compact version, like the one Caitlin carried in her purse when she used it.

Marshall stopped and indicated the pair. "Agent Dale Grant, our sniper and medic. Agent Jillian Freeman, our comms and tech."

Agent Grant nodded a friendly greeting, while the bubblegum-chewing Freeman waved her fingers in the air without looking up from her phone. "Call me Jinx," she sang out.

The leader of the team indicated the petite brunette at his side. "This is Agent Caitlin Brown, from her files she will be our infiltration and close-combat specialist. Welcome to Rapid Response Team Twelve."

Caitlin smiled politely at her new teammates. "Pleased to meet everyone. You can call me Cat if you like."

Jinx suddenly sat upright and threw her phone onto the neighboring chair. "Wait wait wait just hold on a sec now," she said excitedly. "Caitlin Brown? _The_ Caitlin Brown?" She looked around at the others. Both Dale and Boss were frowning slightly in confusion while Caitlin just looked at the floor, blushing lightly. "Seriously, you haven't heard? She's a legend already! Rookie agent who took down the Black Widow herself in one-on-one combat!"

"It was just sparring," Caitlin murmured with a bashful grin. "But yeah, that's me."

Dale whistled appreciatively. "Damn, girl, guess we're lucky to get you then!"

Boss chuckled and gave her a light slap on the shoulder. "We're definitely going to put those talents to use. Mission briefing at nineteen hundred hours. Dale and Jinx, get her outfitted properly and get some food in her before she blows away on me. Meet you in Ops."

 _Blow away?_

 _/He's implying you're skinny./_

She looked down at herself after he left, frowning slightly. "I'm not that skinny," she muttered.

The other two agents joined her, one on each side, as they steered her out of the room. "Don't let Boss get to you, he's a great leader but tends to act like a father sometimes," Dale chuckled.

"Yep," Jinx added, popping her gum loudly. "Still the best team leader I've ever had, though."

"What are his specialties?" Caitlin asked curiously as they headed down the hallway.

Dale grinned down at her. "Tactics and weapons. He's a certified genius with both."

The petite brunette glanced over at her pink-haired teammate. Now that she was standing, she could tell that the other woman was about six inches taller than her.

"And you're… technical?" Caitlin queried.

"That's right, anything mechanical or electric. If it moves and ain't alive, I can hack it," she replied cheerfully. "Hey, do you game?"

"Do I… game?" the brunette frowned.

 _/I'm guessing computer or console games./_

 _I don't know what those are._

 _They're… No, nevermind, just say no._

"No, I'm afraid I don't, but I'm always willing to learn new stuff," she said earnestly.

"Yes!" Jinx cheered, pumping a fist in the air. "Fresh meat!"

"Girl, you best be nice to the newbie," Dale grinned. "No taking advantage of her."

"Prepare to be owned!" the pink-haired woman chortled.

 _I suddenly have a very bad feeling about this..._

Half an hour later saw her outfitted in her new jumpsuit, with another two sets carried in her arms. Now that she was able to see them up close, she could tell that the S.H.I.E.L.D. logo was etched on the chest in dark grey as well. They were lighter and more flexible than even the standard-issue dark blue jumpsuits. Jinx assured her that the cloth was a lightweight ballistic fiber that was both blade- and bullet-resistant, though not to try and test the latter.

"That's how we lost our last member," she said cheerfully as they got into the line at the cafeteria. "That dork Calloway couldn't duck a bullet to save his life."

"Well at least it didn't end his life," Dale interjected with a smile. "He's just on desk duty for at least six months. But yeah, he was a bit of a dork. Didn't really listen well."

"I do try to listen," Caitlin reassured them. "There's a lot I don't know still, but if I don't I'll always ask."

"That's a great attitude to have, sister!" Jinx replied as she piled her plate high with french fries and covered them with gravy.

"Really, Jinx?" Dale asked disgustedly. "Do you have to try and gross her out on her first day?"

"If ya can't appreciate it, don't watch me eat!" the woman called out over her shoulder as she headed off to find them a table.

"I seriously don't know how that girl hasn't had a heart attack yet," he grumbled, selecting ham steaks and mashed potatoes.

"I'm more of a carnivore, myself," Caitlin commented, loading her plate up with three hamburgers. "Oooh, they have bacon to put on them!" She excitedly grabbed a large handful and threw it on top of the burgers before heading over to where Jinx was sitting.

As he sat down, Dale looked between Jinx's mountain of gravy-coated fries and Caitlin's mountain of bacon-covered cheeseburgers and sighed dramatically. He dug into his food, shaking his head in resignation.

"So, Cat, tell me about yourself," Jinx said in between bites. "Where you from? What family do ya have? Who arya dating?"

Dale choked on his bite of potatoes. "Jinx, for God's sake, can you ever not be blunt?"

"Nope!" the pink-haired tech grinned.

"I don't mind, "Caitlin laughed, "but there's not a whole lot to tell really. Um, I'm from New York, more or less, no family, and I have a girlfriend out in San Francisco."

"Yes!" she cheered, thrusting a fry in the air victoriously. "Boss is still outnumbered!"

Dale laughed and leaned over towards Caitlin to explain. "Boss is the only plain old heterosexual in the team now. I'm gay, and Jinx here is, well…"

"Panromantic Asexual," Jinx announced.

"What… what does that mean?" the brunette asked curiously.

"Means I like to date anybody, and love to snuggle, but sex is right out the door," she grinned back.

"Oh. Well, okay then." _I guess that's a big deal then, their, um, orientations?_

 _/Might very well be, especially in a paramilitary organization./_

After dinner the three agents headed over towards where Boss would be meeting them. However, congregated around the entrance to the Ops room was another group of agents, all male, and dressed in black military fatigues.

"Agent Rumslow," Dale greeted politely. "Mind if we squeeze by?"

"Agent Grant! And the very pink Agent Freeman!" the man greeted them somewhat snarkily. He had short, spiky dark hair and the beginnings of a beard, but that might just be from lack of shaving recently. "And who else do we have here?"

"Our new teammate, Agent Brown," Dale informed him calmly. "Now, can we pass please?"

"One second, now," he said with a smirk. He held out his hand towards Caitlin. "Agent Brock Rumslow, S.T.R.I.K.E. team lead."

She grasped his hand and shook it firmly. She could tell by the widening of his eyes he wasn't expecting the strength behind the handshake. "Agent Caitlin Brown."

"Caitlin Brown, now where do I… Oh, wait, now I remember…" He turned to glance back at his men. Caitlin did the same and was surprised to recognize four out of the original ten men she'd sparred with back on the helicarrier.

"That's right, you were the little hellion who busted up poor Agent Dawson. I had a slot open on my team for him."

Caitlin returned his smirk with one of her own. "You're better off without him. Hotheaded and not a very capable fighter. Those four," she indicated behind him the men who were staring back at her with obvious fear shining in their eyes, "were marginally better. Now, are we done with the pleasantries Agent, or were you looking for a demonstration?"

"Not at all, you have yourselves a nice day," he murmured, an unreadable expression on his face. His group turned and headed down the corridor away from them.

 _[All the snakes congregated together.]_

 _So the whole team are guys like those other four assholes?_

 _[Very much so.]_

 _Cool, I'm getting better as translating. Then we'll just avoid them._

 _/And that's a very smart idea./_

 _I get them every so often. Won't let it go to my head._

Once inside the room they joined Boss back at the display he was standing in front of earlier. He turned and began speaking without preamble.

"This is a large warehouse over in the countryside of Azerbaijan. Currently home to a splinter faction of the terrorist group White Sword. They've come into some intelligence from the former Soviet republic that they intend to sell to the highest bidder. From what we can ascertain, it contains nuclear launch codes. We need to retrieve that data."

"Can't just nuke the site from orbit?" Dale interjected.

 _Orbit? Do we have orbital weapons in S.H.I.E.L.D.?_

 _/I think he's making a movie quote. Aliens. It's on the list./_

"No, we need the codes to determine where they came from," Boss explained, apparently not at all bothered by the interruption. "Should reside on a flash drive as the only copy. We will hit them tomorrow when they're prepping for the meet. It will mean stronger security, but then we know that the package will be there and ready to be moved."

He pointed to the screen, indicating a smaller building off to the side. "This is an old stable, it's got a flat roof and a nice view straight through the large front doors. Last few nights they've had the doors open and patrols limited to the perimeter of the building itself. Dale, you'll station there. Jinx, you'll be here," he indicated a small shed near the road, "tapping into their comms and their security cameras. Cat and I will go in the front. When we're ready for our assault, Jinx will join us and Dale provide cover fire while we advance to the main office at the back of the building."

Caitlin spoke up hesitantly. "Sir, what's to prevent them from heading out the back with the package?"

Boss held a remote up and pressed a button. The image zoomed out slightly. "Behind the warehouse is a cliff. We had our satellite do a careful sweep, there's no means of egress there. We'll hit them hard and fast before they can even think about escape. Any other questions? No? Alright, we're wheels up at oh-seven-hundred tomorrow. Get some sleep," he looked at Jinx pointedly, "and I'll meet you on the landing pad in the morning. Dismissed."

Jinx invited her to her room in order to get introduced to the concept of gaming, but Caitlin politely declined. She needed to unpack and ponder a few things.

She knew coming in only the names of the agents and their clearance levels. While Boss was a level six, both of the others were only a four, one level above her. Which meant, of course, that she had to be very careful of what she revealed about her abilities.

 _It's kinda odd, isn't it? I'm assigned to a team where I can't do any transforming._

 _/Maybe that's the point. Learn to use your skills other than transformative, get experience doing things the S.H.I.E.L.D. way in the field./_

 _Huh. Yeah, you could be right. I think they can still know I'm enhanced, though. It's going to be obvious anytime I go into combat._

 _/Right. I think the only parts classified as Level 7 are your transformations and, well, us./_

 _*I feel very special.*_

 _/Yes, you're a special snowflake, alright./_

 _Guys, chill,_ she snickered, looking about the room. _Alright, time for some shut-eye._

 _*Sweet dreams, Cat.*_

 _I usually do, but thanks Eric,_ she laughed to herself quietly. She glanced at the window overlooking the Potomac River and downtown D.C. _Definitely can't fault the view._

Caitlin the cat was in complete agreement, curled up comfortably on the window sill to sleep.

Azerbaijan.

They'd made their way through the countryside to arrive at the target location without incident. Jinx was in constant communication with S.H.I.E.L.D. Control who were monitoring things via satellite.

Night had fallen, but the thermal imaging that Jinx was patched into clearly showed the locations of the enemy. There were only two men walking around the building, and at the moment they were both congregated on the far right side to share a smoke.

Dale was set up with his compact Stealth Recon Scout A1 sniper rifle. It was actually shorter than an M16, but Dale claimed it was one of the most accurate rifles he'd ever fired, especially after Boss' heavy modifications. He reported in tersely once he was in position.

Boss and Caitlin slunk forward and took up flanking positions next to the open entrance. The team leader had a suppressed H&K submachine gun held in his capable hands. The large, cavernous doors could allow a flatbed truck entrance. There were actually a pair of military-style jeeps inside right now, both with their engines running.

The diminutive brunette poked her head around the corner, taking in the details of the interior. There was a staircase leading up to the second-story office and several tables scattered about. Some had men sitting at them, eating or socializing, while some were covered in equipment or maps. She glanced upwards to view the girders rising high into the air to support the massive ceiling, and she ducked back around thoughtfully.

"Hey, Boss," she murmured into her earpiece comm unit. "Wouldn't it be better to secure the item before we started shooting?"

"That would be ideal, yes, Cat," he replied patiently.

"I can do that."

There was a brief pause. "Are you telling me that you can get into that office and secure the package without being spotted?"

"Yessir."

Dale broke in. "Cat, there's a whole lotta them bastards inside-"

"Let her show what she can do," Boss interrupted calmly. "Go ahead, Cat, we'll cover you. Jinx, watch her progress."

"Affirmative," she heard the woman reply. Once the mission had started, the lackadaisical and boisterous woman had immediately become all business.

Caitlin blew out a quick breath and holstered her sidearm. She'd refused anything bigger as she knew she was more accurate and deadly with just her trusty Glock. She flipped the safety cover over the rear and slipped around the corner.

Immediately inside the door was a pillar of trellised metal that led up to the roof supports. She rapidly climbed up, nimble as a monkey and without making a sound. She kept to the shadows until she reached the top, and then began to slowly make her way across towards the office.

"Boss, patrol heading back your way now," Jinx whispered.

The team leader gave a grunt of acknowledgement and slipped further back from the entrance.

"Cat, two tangos under you."

The lithe brunette stopped her movement and froze. Glancing down she could see a pair of the terrorists walking along the catwalk that stretched across the middle of the warehouse. Fortunately they didn't look up, and she blew out another relieved breath before continuing.

She made it the rest of the way unnoticed and dropped to the support strut over the office roof.

"Alright, I see two men inside," Jinx reported quietly. "Guard on the door, he's pacing around… Okay, he's moving off, nobody else in range."

Caitlin dropped noiselessly to the roof next to a small maintenance hatch. She tested it and found it to be unlocked.

 _Okay, here we go. Ready?_

 _/Ready./_

She quickly opened the hatch and dropped inside. The two men immediately looked up, and both of their mouths opened in surprise.

Before either one could get a sound off Caitlin was upon them. For the first she drove her hand, pointed like a knife, straight into his throat, collapsing his trachea. As he fell back, eyes bulged out and grasping at his ruined neck, she quickly reached over with both hands and gave the other man's head a sharp twist, breaking his neck cleanly.

She eased the second man to the floor and grabbed hold of the first before he could start flailing about. She snapped his neck as well and laid him next to the other.

"Damn, girl, you _are_ good," Jinx murmured appreciatively.

Caitlin glanced up to see the security camera there. She gave it a wink before heading over towards the desk.

The computer display there had the same security camera footage, rotating between cameras. She could see that the way out was still open for now.

Also on the desk was an open briefcase. She rifled through the papers, unable to find the package.

"Cat, four men walking up… you have fifteen seconds…"

Cursing under her breath, she started going through drawers without success. Finally she ran over to the two men and began rifling through their pockets.

"Five seconds, Cat get out of there…"

With a low noise of triumph she found the flash drive in the coat pocket of one of the corpses. She unzipped her jumpsuit, thrust it down her front, and then zipped it back up. A knock at the door make her look up.

"Boss, I think I'll need to make a louder exit than planned."

"Cat, what do you mean-"

Without waiting for further explanation she took a long step over towards the entrance to the office, whirled and slammed her foot into the door. It flew off its hinges and barreled three of the men off of the catwalk, landing down below with a loud metallic _clang_.

"Yep, that's louder alright," Dale commented. "Boss, am I clear to engage?"

"Affirmative. Jinx, move up. Cat, get your ass moving, we'll cover you from here."

Caitlin stepped out on the catwalk, grabbing hold of the stunned terrorist and tossing him nonchalantly over the edge to join his buddies. Then she sprinted down the steps, vaulting over the heads of two more of the enemy that had started up to investigate the noise. She spun and slammed their heads together.

The rest of the warehouse was quickly wakening up to the fact that they were now under attack both from inside and from without. Dale started picking off targets of opportunity, and both Boss and the newly arrived Jinx were laying down covering fire. Caitlin flipped off the holster safety and drew her own sidearm, quickly aiming and snapping off shots as she moved from cover to cover, dropping a target with each bullet.

A few of them had grabbed their assault rifles and began to pelter her shelter, so she took a running step and leaped up and onto a storage container. She snapped off another pair of shots, dropping both of the assault rifle wielders, though another pair took their place. She started running across the tops of the containers, leaping off of the end and slamming up against the wall of the warehouse.

She was on the correct side, but to get over towards the entrance would be suicidal at this point.

"Cat, can you make it to us?" Boss shouted over the comms.

"Negative, I'm trying something else," she reported, eyeing the windows up by the ceiling. _Well, that would be unexpected, anyways._

 _/Another support in the corner, could scale it./_

 _No, too exposed. I'll just take a more circuitous route._

Holstering her gun again, she launched herself back up on the container, only to come face to face with a pair of terrorists who were trying to sneak up on her. She dropped and rolled towards them, knocking both off of their feet and onto the metal surface, where she brought both of her fists down, hard, on their heads, resulting in a satisfying _crunch_. She sprang back up and sprinted onto the catwalk.

There were three men up top, above the sightline of Dale but able to keep both Boss and Jinx pinned back. Caitlin took a running jump over the head of the first as he turned towards her. She planted her hands on his shoulders, using them to vault over in a somersault, but kept her grip. She used her momentum to fling the startled man over her head and into his other two buddies, sending the three of them crashing to the floor.

Running back in the other direction, she made a flying leap up and grabbed hold of the original strut that she'd come across on her way in. She swung herself up and started running again, straight at the warehouse wall. As she reached the end she launched herself forward, crashing through the small window and rolling down the side of the roof until she landed, crouched, on the ground ten feet from Jinx.

"I'm out," she reported calmly.

"Right, break off and rendezvous. Dale, disable the Jeeps. And Cat?"

"Sir?"

"Nicely done."

New York City.

Caitlin was back on American soil the next day. After her debriefing she was allowed twenty-four hours leave, deciding to accompany Dale up to New York City while he visited his grandfather. She had him drop her off on his way through Hell's' Kitchen, though, as she had someone else to meet up with.

She sat by herself at the small cafe, wearing a bright blue sundress but with her warm overcoat, and looked around curiously. The rebuilding of New York was just about complete after almost a year now. The construction crews were not as evident, though there were still some empty lots waiting for new architectural seeds to be planted.

"Cat!"

She turned with a smile once she heard her name and rose to her feet, giving Jessica Jones a tight hug. "Hey, Jess! It's great to see you!"

"You too, kiddo! From the sounds from your emails, you've been pretty damn busy!"

They sat back down at the table and the other brunette woman ordered a coffee. "So what's this I hear about you moving down to D.C.?"

"Yeah, that's my new base of operations," Caitlin confirmed. "Got myself assigned to a team. From what I can tell already, I'm going to be travelling a lot."

"Well, that could be fun!"

"Last place wasn't exactly picturesque. Besides, I only got to see it at night."

Jessica laughed as she accepted her coffee from the waiter. "Ah, the glamorous life of an Agent of S.H.I.E.L.D. You've come a long way from the scared little girl I picked up from the slam, Cat."

"Suppose I have," she mused, toying with her tea cup. "I'm kinda bummed that I can't stay in New York and be able to do this kinda stuff, you know, just meet up for drinks. I miss Natasha and Clint, too. They're off on a mission somewhere again, so I can't see them today either."

"Well, you'll just have to settle for plain old me," Jessica snarked. "Sooo… you make it out to California lately?"

"I did, but I didn't get to see Lisa," Caitlin admitted. "It's been, what, over a month now since I have. I kinda miss her."

"Do you get Christmas off?"

"I don't think Agents get _any_ kind of regular holidays off. Crime doesn't, that's for sure."

"Oh, so you're a police girl now, huh?"

Caitlin scoffed lightly. "No, you know what I mean. But enough about me. How's business? And are you seeing anyone yet?"

"Nosey, aren't you…" Jessica retorted. "Business is, well, slow, but it's picking up a bit. I have an appointment right after this, actually, first in a week. Hopefully not another cheating wife, God I hate those…"

"And?" Caitlin prompted eagerly.

Jessica rolled her eyes, grinning slightly. "God, you are such a brat. Yes, okay, I started seeing someone."

"Shut. Up. You did? You are?" The petite brunette laughed merrily. "That's awesome! Who is it?"

"You probably don't know him. He's, um, he's a…" She trailed off into an incoherent mumble.

"Jess, I have like super-hearing and even I didn't catch that last part," Caitlin scolded. "Spit it out."

Jessica sighed and threw up her hands. "Fine. He's a superhero, alright?"

"Get out."

"No, seriously."

"So who is he then? Gimme a name before I start guessing."

"Pah, you'll never guess in a million years."

"Ooh, a challenge," Caitlin grinned, leaning back. "Let's see… Steve Rogers?"

"Too much of a boy scout, no."

"Hmm. Bruce Banner?"

"What? No. With my ability to piss people off, Banner is the _last_ person I should date. C'mon, you're not even close."

"Tony Stark."

"Ew. No. That man has dipped into far too many pools for my taste." The two women shared a giggle. "Besides, he's with Pepper now, or so I hear."

"Oh, right. I don't know how she puts up with him… Johnny Storm?"

"Far too much of a player. Nope."

Caitlin propper her chin up on the palm of her hand. "Okay, let's try to narrow it down some. Local to New York, right?"

"Yep." Jessica gave a smirk as she took another sip of coffee.

"And you said it's a guy, right?"

"Yes, Cat, definitely male. Keep going."

"Hrm. Ooh, is it, what's-his-name, Spider-Guy?"

Jessica barked out a laugh. "It's Spider-Man, and have you seen the pictures of him? He looks like a skinny twig. Bet he's your age."

Caitlin sat back with an irritated huff and crossed her arms. "Alright, I give up. I just don't know that many superheroes."

"Luke Cage."

The diminutive brunette blinked her eyes uncertainly. "I've never heard of him."

"Toldya so."

"Wait!" Caitlin was suddenly struck with inspiration and pulled out her phone. "I can look things up now! Lemme see what he looks like…"

"Oh, wait, Cat don't do that, he's been around awhile and changed his-"

"Wow."

"Cat-"

"That's quite the hair."

"It's called an Afro. It was popular back then, okay?" Jessica said defensively while blushing slightly in embarrassment.

"And the shirt? High collared and open down to his waist? My fashion sense is complete crap, Jess, but even I'm offended."

"You are such a brat," the other woman snorted humorously. "He just wears a white tee shirt now, mostly, and shaved his head."

Caitlin squinted at her phone. "Okaaayyy… I think I could see that. But seriously."

Jess rolled her eyes again and got up out of her chair. "Keep it up and you won't get invited to our Christmas party."

"Really? You're having a Christmas party?" Caitlin said excitedly, putting her phone away. "When? Where? Oh, God, I hope I'm in the country for it..."

"Calm down, girl, it's just a party," Jessica laughed as she fished inside her purse.

"Stop that, I got this," Caitlin said firmly. "And… well it maybe is just a party, but it's my first Christmas, you know?"

Jessica stopped and looked at her with warm eyes. "Yeah, I forget stuff like that sometimes. Alright, I'll let you know as soon as we figure it out."

"Thanks Jess!" the petite brunette replied, jumping up from her chair and giving her oldest friend a tight hug. "I've missed you," she whispered into her shoulder."

"Missed you too, Cat," Jessica whispered back. "Now I gotta go before I ruin my street image."

Caitlin laughed and pushed her away. "Go on, be your badass self. Good luck with your appointment!"

"You do the same down in D.C.!" the other woman replied, waving as she hurried back across the street.

Caitlin set a few bills down under her tea cup and then headed out in the opposite direction with her hands stuffed down into her coat pockets.

 _Is it weird that I've missed this city?_

 _/Is it the people or the actual place?/_

 _Well… both, really. D.C. just has such a different… what was the word you used before…_

 _/Vibe?/_

 _Yeah, that's the one. I like the bustle, even if I don't like the press of people against me. I like all the interesting smells, and sights, and seeing all the different people representing all of humanity. It's kinda cool. Like, that one thing I heard about, America being a melting pot. This is it, right here in this city. This is a melting pot. And it's neat to see._

Chris gave a sigh in her head. _/You've really become a New Yorker./_

 _Suppose I have, Chris. I suppose I have._

* * *

 **A/N:** And so Caitlin gets her new assignment. Things will start picking up now that she's in a more active role.

I did deviate a little from the Alias comics with Jessica's relationship. More or less. I suppose this could have taken place after them, but I'm not mentioning Jessica's pregnancy here. So, yeah. We'll roll with it.

To answer the anonymous reviewer, yes there will be some lighthearted parts but also a good bit of action, especially in the upcoming chapters. I do like to mix the tone up somewhat, have the lighter bits within the same chapters that have action as well. It's a people story, where a lot of the characters just so happen to have powers. I have one chapter coming up, maybe chapter 11 or 12, that's mostly fun fluff, but once we get closer to Winter Soldier things will take a turn towards the darker side…

 **theradvlad:** *insert flowering praise and gratitude for said witty and helpful review*

Hugs for my awesome Betas ( **PandaAnimeLover, KellyConnely** ) who have managed to catch up with me! Many thanks and love to my other reviewers ( **Dracowoman** ), favoriters and followers!


	9. Chapter 9

**A/N:** I don't always fulfill reviewer's requests, but when I do, they happen to have a badass name of **Dracowoman**. Here's your quick update, even if it is a short one!

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Triskelion. Washington D.C.

"Wait, what was that?" Caitlin yelled anxiously. "That red thing that just hit me!"

"Red shell, those home in on your target," Jinx commented nonchalantly while popping her bubblegum. "Drop a banana at the last minute to block those."

"How am I supposed to know when to drop them?" the brunette wailed, twisting her controller in panic. "I can't even figure out this road! Are we just going around in a circle?"

"Yeah, Baby Park is one of the easiest. Training road, sorta."

"Oh, God, there's harder ones?" The petite brunette's voice rose into a screech as an enormous green turtle shell barrelled down the screen and knocked her car into the guardrail. "WHAT THE FUCK WAS THAT?"

"Special shell from Bowser. You're welcome."

Thankfully Jinx crossed the finish line, a full three laps ahead of Caitlin, who threw her controller onto her beanbag in disgust.

"That was completely ridiculous," she complained.

"Well, you shoulda picked the car I suggested."

"I liked that one, it was cute!"

"But slow."

"Oh, I don't think the slowness of the car had anything to do with how badly I just sucked."

Jinx snorted out a laugh. "Maybe not, but you'll get the hang of it. We'll get you up to Rainbow Road yet."

"Hmm, well at least it sounds pretty."

"You say that now…"

Jinx's room happened to be just down the hall from Caitlin's on the eighteenth floor of the Triskelion, and she'd been visiting for the last several nights in between missions that they'd been home. So far their team had been called out to Istanbul, Hong Kong, Tokyo (the day after Hong Kong), and, just for variety's sake, Anchorage, Alaska. She was beginning to develop a serious case of jet lag, which Jinx insisted the only reliable cure to be gaming on one of her many consoles.

The pink-haired agent had five of them lined up beneath her wide-screen LCD TV. Caitlin couldn't remember all of the names of them, but she did remember that the one from their current game was called a Gamecube, and it was an adorable little box shape. Jinx was just happy to have someone to game with her.

"Alright, I'm out," Caitlin moaned, stretching languorously. "What time is our briefing tomorrow?"

"Um, thirteen hundred, I think," Jinx said as she sprawled on her stomach, kicking her pink-painted toes up in the air behind her. "Boss said this was something different, might be fun for a change."

"Different how?" the brunette asked suspiciously.

The pink-haired girl waved a hand in the air carelessly. "I dunno. Something about a party."

"Huh. Well, I guess we'll find out after lunch." Caitlin yawned widely and tried to cover her mouth. "Sorry 'bout that. All right then, goodnight Jinx."

"Hey Cat," the other girl asked quietly. "Are you sure you don't want to stay over?"

Caitlin stopped and glanced down at her newest friend. Jinx's bright blue eyes were looking up at her pleadingly. "I told you before, I have a girlfriend," the brunette said gently.

"And I told you before, I'm an asexual," the other girl retorted, sitting up straight. "I haven't got any interest in sex. I just miss cuddling. Used to have someone who would stop by, I dunno, once a week or so. But she got reassigned, and it's been a couple of months now. Don't you get lonely at night?"

 _Not when I'm a cat,_ she thought to herself.

 _/Look, I can't really give you moral advice on this. It's a bit outside my experience. Up to you how comfortable you feel about this, and how you think Lisa would feel if she found out./_

Caitlin looked at her feet thoughtfully. _Why wouldn't I tell her? I pretty much tell her everything that isn't classified._

 _/Then it's up to you. You'd have to sleep in human form, but you could give it a try for one night and see how you felt about it./_

 _Yeah. Okay, I like that idea._

She glanced back up to see Jinx blinking her eyes at her pitifully and it made her snort out a laugh. "Stop that. All right, we can try one night, okay?"

"Yay!" the other girl cheered, jumping up and giving her a hug. "I made a deal with maintenance a while back, did some upgrades for them and they got me a full-sized bed, so it's bigger than the usual ones. Very comfy."

"Oh, well that's cool," Caitlin replied, glancing over at the larger bed. "Um, let me go get ready for bed, and I'll be right back, okay?"

"Sure thing, Cat!"

It only took her fifteen minutes to go to her room, brush her teeth, use the restroom, set out her jumpsuit for the next day, and then return to Jinx's room. The pink-haired girl was now in white cotton shorts and tank top, but eyed the brunette's sundress as she walked in. "Are you wearing that to bed?"

"Oh, um… well I usually sleep naked," she replied.

"Wow! Okay then, I suppose we're at that level of comfort already, huh?" Jinx giggled as she turned the main lights off.

Caitlin shrugged as she stepped out of her dress. "Honestly, nudity just doesn't bother me. Clothes are so restrictive, you know?"

"I can see that," Jinx grinned. "So, no underwear either?"

"Nope. Never have, except the one time undercover."

"Damn. Wish I could be as brave as you."

Caitlin laughed as she slid under the sheets. "It's not bravery, just the way I am."

"Yeah, I can relate," Jinx sighed as she turned her lamp off and slid under the covers as well. "Not a lot of people get me."

"I think I'm starting to," Caitlin replied quietly.

"Yeah? Well you're a strange bird too, but I'm starting to get you as well, bestie."

 _Bestie?_

 _/Um. I think it means 'best friend'./_

 _Oh. Cool._

"Hey, Cat," Jinx murmured. "Do you mind if I spoon you?"

"Nah, go ahead," she replied and rolled onto her side. The pink haired girl snuggled up behind her, murmured a goodnight, and soon thereafter began to quietly snore.

 _Heh. She really does sleep better snuggling, huh? And this isn't so bad. I'll check with Lisa, though, and make sure she's okay with it._

 _/Just make sure you specify the asexual aspect./_

 _Why would that matter?_

 _/It matters, believe me. Having sex with another person is considered cheating on the person that you're involved with./_

 _Oh, well I can see that. I wouldn't want to anyways. I mean, Lisa's the only one I want to have sex with._

 _*Can we please stop with the talking about sex and go to sleep?*_

Caitlin sighed good-naturedly. _Yes, Eric. Good night guys._

Amazingly enough, she was able to fall asleep soon after that.

Triskelion Operations Room.

"Alright team, change of pace this time," Boss reported as the three other members stood by attentively. He ran his hand through his trimmed grey hair. "We've got an assassination threat on the German Prime Minister when she's visiting London. And we're going to be part of a large and multinational group who are trying to keep her safe."

"Jolly old England," Jinx quipped, smacking on her gum.

"Sounds like a clusterfuck, though," Dale commented. He tapped a finger against his chin. "The more chains of command you involve, the messier it gets."

"Exactly," Boss smirked. "Which is why we've been given the honor of protecting her, alongside her usual security detail, while she's at the ball hosted in her honor tomorrow night. Other organizations will cover the other events, but this one has the biggest chance of being the target."

"So, we go in undercover?" Caitlin asked quietly. "All of us?"

"Cat, you and I will be in the ballroom itself. Jinx will have her usual station of monitoring cameras and comm traffic."

"Always missing out on the grand balls," Jinx sighed dramatically. "I have this lovely pink dress that-"

"Jinx," the older man interrupted. Jinx smiled back and made a zipping motion on her lips. "Dale will have overwatch from across the street," he continued, "you'll have view of the front and the side alley, here." He indicated the satellite image on the screen behind him. "Rear of the building will be covered by MI6 counterterrorism units."

"Do we have any idea of who is doing the targeting?" Caitlin queried.

"Not at this time, no. Not a homegrown group, from what we can tell, they've got funding and the skill to stay off of our radar for now."

"I'll need extra equipment," Jinx piped up, suddenly serious. "Not just the surveillance gear, but comms for MI6, the German security forces, you guys, S.H.I.E.L.D. Control, and let's throw in the London police as well."

"Not a problem. We've got a surveillance van disguised as a utility truck that we're borrowing from MI6 which will fit the bill." Boss looked around at his agents. "Any other questions?"

"Um, sir?" Caitlin interjected hesitantly. "What am I supposed to wear?"

"We'll get you sorted out once we reach London. If there's nothing else, go grab what gear you need and meet me at the landing field. Wheels up at fourteen hundred, that's a half hour from now."

Intercontinental Hotel Interior. London.

The ball location was a very posh hotel. Once the site of a royal residence, the Intercontinental

London on Park Lane was located between Mayfair and Knightsbridge in view of Buckingham Palace. While the Tower of London, Big Ben and Trafalgar Square were all within walking distance, Caitlin was pretty sure she'd not get to see any of them.

Still. What she got to wear made up for it.

"I gotta say, Miss Caitlin, you are rockin' that dress," Jinx murmured in her earpiece.

Caitlin smiled and lifted the flute of champagne to her lips without taking a sip. "I don't suppose I get to keep it afterwards, Boss?"

"Tell you what, Cat, you foil an assassination and I'll let you have it," Boss replied with a soft laugh.

"Nice. I don't even get a lousy tee shirt," Dale muttered.

She glanced down at herself for perhaps the tenth time that evening to admire the look. It was shoulderless and black, made of a sparkly material that came down just past her knees. It really would only work for someone with as small a bust size as her. She was pretty sure she could even run in it, mostly due to the high slit that came up almost to her waist.

"Wish you'd taken the shoes, though, they would have totally completed the outfit." Jinx sighed mournfully. "Those were awesome shoes."

"I can't wear heels," the brunette reported quietly as she scanned the room.

"Really?"

"Nope. Never have, no idea how to. That's why I'm wearing flats."

"We'll just add that to your education, then."

"Hey, Cat," Dale piped in. "Heard you got schooled in Mario Kart."

"Totally," Jinx said nonchalantly. "I'll get her up to speed before we both take you on, Dale."

"Uh-uh, I learned my lesson already, she's on my team."

"Jinx, give me a sit check," Boss interrupted. He seemed to be fine with their usual banter, which had seemed odd to Caitlin at first, but she had started to realize that his leadership style was rather permissive. The team's chatter kept them loose and relaxed, but they had good focus once the action kicked in.

"Alright, we've got the PM in the middle of her adoring fans, plus three very antsy folk from her security detail, no activity at the entrances… Still looking over the faces in the crowd… Wait. Cat, how did you already change outfits?"

Caitlin snorted softly. "What do you mean? I'm still in my dress."

There was a moment's pause before Jinx's urgent voice came back on. "Cat, turn around, right now!"

The diminutive brunette did so and saw, three feet away, another lean and petite girl in a blue dress.

And she had her face.

The two girls stared at each other, stunned for a split second, before Caitlin managed to recover first. She darted forward and slammed her hand into the other girl's sternum, sending her sprawling. The other girl wasted little time in leaping back to her feet, spinning in a kick that knocked Caitlin back a step.

 _Shit! She's me! She's a- a- an infiltrator like I was!_

 _/Focus Cat, she's rabbiting!/_

Sure enough the other girl, now exposed, had spun again on her heel and sprinted towards the window.

Jinx came back on, confused. "Cat, what is-"

"Assassin on the move!" Caitlin barked into her comm as she raced after her doppelganger. "Looks just like me, blue dress, entering alleyway now!"

There was a crash ahead of her as the assassin leapt out of the window. Boss began to issue orders. "Dale, confirm target before taking out! Jinx, get into that alley, now! We're in pursuit!"

Intercontinental Hotel Exterior. London.

Jinx pulled her headset off and slammed the rear doors of the surveillance van open. She raced towards the entrance to the alley, pulling out her sidearm as she ran. "Dale, do you have a visual?"

"She's running towards the rear, damn, she's quick… Okay, she spotted the MI6 troops, heading back your way now Jinx! Can't get a fix on her, she's too fast!"

By that time the pink-haired agent had entered the alleyway and had her gun out. She spied a blue-clad form racing towards her and braced herself. "S.H.I.E.L.D. Agent, freeze!"

The figure didn't pause but continued to sprint at her. Jinx squeezed off two rounds, both of which missed from what she could tell as the figure was dodging as she ran. And then she was upon her, smacking her gun away to land somewhere behind her. The figure stopped in front of her, and Jinx looked down into her friend's face, only somewhat different, lacking in the empathy and humor usually evident with Caitlin. The brunette assassin brought her fist back, and the pink-haired agent winced in anticipation, throwing her arms up futilely to block. "This is gonna hurt," she moaned.

But then there was a flash of black and another form tackled the first. Jinx looked, wide-eyed, as they slammed into the wall with enough force to send brick shards flying. The blue figure kicked out, sending the black one against the opposite wall. Jinx had enough time to see Caitlin's face, her lips peeled back in a snarl, before she pushed off and flew at the not-Caitlin.

The pink-haired agent eased herself back out of the alley, searching about for her gun. There was no way she'd survive the violence in there were she to get close. "Boss, Cat has engaged enemy, they're pretty closely matched, though," she whispered into her comm.

"Roger that, I'm at the other end. Back off, Jinx, don't get too close!"

"Yeah, no shit, Boss, I'm gettin' the hell back alright!"

"Dale, do you have a shot?"

"Negative, Boss, they're moving too fast, especially with Cat in the mix!"

The three agents watched helplessly as Caitlin and her copy fought ferociously. One would momentarily gain the upper hand and slam the other into a wall, but then the other would cling tenaciously and return the favor immediately after. The ground was littered with the rubble from the buildings on either side of the alleyway, as well as cracked and potholed concrete.

Boss came back over the comm. "Dale, you see a kill shot, you take it, copy?"

"Copy that."

And then the panting voice of Caitlin joined in, miraculously still with her comm in her ear. "I swear to God, Dale, if you- _ugh_ -shoot me instead I will- _graah_ -shove your rifle up your- _unf_ -ass!"

"Always the charmer, Cat," Dale murmured.

"Up high, Dale, get ready," the diminutive brunette agent grunted. She attempted to kick at her opponent, but her leg was grabbed and she was thrown against the wall. Several bricks cascaded down onto their heads, but both combatants ignored them as Caitlin surged forward once again and slammed her first into the other's face and stagger her backwards.

The not-Caitlin managed to tackle her and smash her into the ground, sending a plume of dust and debris up into the air. Caitlin got her legs under her and kicked upwards, sending her doppelganger flying straight up fifteen feet and bouncing off of the opposite wall.

As the assassin came down, there was a shot heard. Instead of landing in a crouch, ready for more combat, she crumpled to the ground in a heap.

Caitlin dragged herself upright and limped over towards where the other girl fell. She was lying on her back, staring up at the sky sightlessly and with a bloody hole on either side of her head.

The diminutive brunette agent hugged her arms around her body, shivering. Her dress was in tatters, barely covering her at all anymore. Boss walked up, shrugging off his jacket and slipping it over his teammate.

"Nice shot, Dale," he murmured into the comm.

"Thanks, Boss."

"Jinx?"

"I'm here," came a soft voice from down the alley. The pink-haired agent walked up slowly, holstering her gun that she'd finally found among the rubble.

Boss glanced over at the brunette girl who hadn't said a word yet. "Hey, Cat, you okay?"

She still didn't answer for a few seconds, before finally gaining the ability to move her numb lips. "I'm staring at my face, with a bullet through my head." Her voice was almost nonchalant, but the underlying stress was clear to everyone.

"Okay, Jinx get back to the van, coordinate cleanup. S.H.I.E.L.D. will take custody of the corpse." He looked over as several MI6 agents were closing in with their weapons raised at the ready. "I'll deal with the locals. Cat, go with Jinx. Dale, join them, we'll get out of here soon."

Caitlin sat in the van without really paying any attention to her surroundings. Once Dale got there he checked her over but could find no real injuries.

"I don't get it," he muttered. "All of that action, you should at least have some broken bones or… or _something_!"

"I'm tough," the brunette replied softly. Both Jinx and Dale just looked at her skeptically until Agent Marshall entered the van.

"Alright, things are tied up here," he sighed as he settled onto one of the bucket seats. "Cat, we need to talk."

"Sir?" she replied, turning her head slightly and regarding him with an eerie sort of calm.

Boss rubbed his hands over his face as if he could scrub the exhaustion away. "Caitlin," he started gently. "What you did back there was, well, exceptional. And I understand you're shook up right now, but I need to understand a few things, okay? Why did that girl look exactly like you? How were the two of you able to fight that way? You practically brought the buildings down on your heads, that's something I expect from the Hulk, not a five-foot girl under my command."

Caitlin sat quietly, her head cocked to the side and staring off into space as if she were listening to something only she could hear. Boss was about to prompt her again when her pale green eyes focused back on him.

"I can't discuss further details with you, sir," she said quietly. "You don't have the clearance."

Boss blinked at the small agent uncertainly. He glanced at the other two team members, who were equally stunned. "Cat, you're a Level Three agent."

The brunette gave a slight and lopsided smile. "It's a conundrum, I know. My actual abilities and my origin are classified Level Seven. Technically, I shouldn't know about myself. Please, sir, you have to be content with the knowledge that I'm enhanced, and that's the extent of it. Anything else needs to be addressed up the chain."

"Enhanced. That explains the faster healing," Dale mused. "Alongside the speed and strength."

Caitlin unfocused her eyes again briefly before nodding. "That's right. My skin is tougher as well. All that's unclassified."

"Cat," Boss prompted, getting her attention again. "Who was it that classified your abilities?"

"Director Fury."

He sat back in his chair thoughtfully. "Well, alright then. I'll send a request up for access, but likely it'll be rejected. If I haven't been told now, I won't be. And, listen…" He leaned forward again, looking into the brunette's eyes intently. "I trust you, Cat. I'd say we all do, you're our teammate and we have your back, same as you have ours, okay?"

"Absolutely," Dale chimed in firmly.

"You bet yer ass," Jinx smirked, smacking on the bubble gum she'd fished out from somewhere.

Caitlin blinked her eyes to dispel the momentary moisture that had gathered there. "Thanks, Boss. Guys. I won't let you down."

Triskelion. Washington D.C.

The team had arrived back at their base for only an hour before Caitlin received a summons up to one of the top floors. She was met at the elevators by a familiar face.

"Clint," she said with subdued happiness. "How are you?"

"Doing well, Cat," the blonde archer replied, giving her a quick hug before calling the elevator. "Heard you had some action."

"Yeah," she replied softly. "It was… intense."

"Are you okay?" he asked searchingly. "And you know I don't mean physically."

She nodded. "Yeah. I'm okay."

He gave her a skeptical look as they entered the elevator and headed on up. "Fury wants to debrief you," he mentioned.

"I figured," she commented quietly.

They rode the rest of the way in silence until they reached their destination, disembarking and walking into a spacious office with wide windows. Fury sat behind a large desk, waiting for them.

"Agent Brown," he greeted her evenly. "Have a seat. Agent Barton, you may stay as well."

Clint gave a surprised grunt. "Yes, sir." He took the chair next to Caitlin.

"Director Fury, have you found out anything regarding the… the other me?" the brunette asked hesitantly.

Fury sighed. "Nothing yet. Autopsy isn't giving us anything more than we already knew about you. Did she say anything during your fight?"

"No, sir. She didn't make a sound."

The tall dark man drummed his fingers on the desk thoughtfully. "It's obvious that the Hydra lab that created you, or another similar operation as that one was abandoned, made more than one model, so to speak."

Clint stirred irritably. "Sir, do you really think you should be calling Agent Brown a model, as if she were a robot or something?"

"It's okay," Caitlin murmured emotionlessly. "The analogy works, I was created much like a robot would be, but grown instead of assembled. I was an infiltration model, Eric was a combat model." She looked at Fury. "Which means there might be more out there."

"Indeed," the Director affirmed. "And that concerns me."

"Yeah, me too," she whispered, looking down at the floor.

"Agent Brown, your supervisor, Agent Marshall. What do you think of him?"

Caitlin blinked her eyes uncertainly at the change of topic. "He's a good man, and a good leader. Takes care of his people, listens to what they say. Lets us be somewhat loose and informal to keep the stress away, but inspires us to perform at our best."

Fury chuckled quietly. "I may just have to enter that little speech into his record. Well, good a man as he may be, I'm denying his request to be read into your full abilities."

"Yessir," the diminutive girl nodded in acceptance.

The eyepatched man looked at her searchingly for a moment before nodding. "Very well, then. I've received your report, but if there's anything else you can think of, you write it up and flag it for my attention. You're dismissed, Agent Brown."

"Sir," she replied as she rose and left the room.

Barton sat quietly until he heard the elevator open and close out in the hallway. "Sir, are you sure it's a good idea to be concealing this much from her?"

Fury let out another sigh as he flicked a display back on. On it were the pictures of seven corpses laid out on coroner's tables. Two of them were identical to Caitlin, while one was a large bear of a man. There was a video loop of that same man fighting soldiers and smashing his way through armored vehicles like a smaller version of the Hulk.

"Agent Barton, I'm not blind to the attachment you and Romanov have developed with Miss Brown. But she's still a small part of the picture, and until we have a better idea where these models are coming from, she needs to remain in the dark."

A few more foolhardy agents, when presented with such an ultimatum from Director Fury, might bristle at such an order, but it was far more likely they would just accept it and carry on. Clint, however, sat back and regarded his words thoughtfully.

"You think if she finds out, she'd strike out on her own to locate the labs," he said finally.

"That's one potential outcome, yes," Fury replied evenly. "I do not want to risk that."

Clint stood up with a slight grunt. "You always like to play your cards close to the chest, sir," he smirked.

Fury smirked back. "It's what has kept this organization running and me in a job, Barton."

Triskelion, Eighteenth Floor.

Caitlin paused outside of Jinx's door. Normally she'd be in her own quarters or down in the training room this late in the afternoon, but for some reason she was craving personal company. She just wasn't sure of the reception she'd get.

 _/She's already affirmed your friendship./_

 _Not in so many words._

 _*What are you scared of, Cat?*_

 _I dunno, guys. Rejection? She's my friend. That really means something to me._

 _/Then go talk to her about it, that's what friends do./_

Nodding to herself uncertainly, she gave a timid knock at the door. It was opened quickly by a smiling pink-haired familiar face.

"Hey, Cat! I was hoping you'd come by, c'mon in, I got a pizza!"

The petite brunette chuckled as she followed her friend inside. "How did you get a pizza order up here?"

"I have my ways," she replied mysteriously, opening up the box labeled Ledo's Pizza. "Try it, best sauce you will ever taste, guaranteed."

Caitlin picked up one of the small squares of the rectangular pizza, topped with tiny balls of meat, and took a bite. "Holy shit, you're right!" she exclaimed, stuffing the rest of the piece in her mouth.

"Toldya!" Jinx giggled. "So, what's up, bestie? You back for some more schoolin' in Mario Kart?"

Carefully picking up a pile of pizza squares, Caitlin joined Jinx on her multicolored bean bags, swallowing before she answered. "Actually, I… Can we talk some?"

Jinx looked over, her bright blue eyes understanding. "Yeah, we can. How are you holding up?"

The brunette looked down at the floor. "I'm… I don't know. I can't get the picture out of my head of that girl, my face, lying there dead. It's…"

"Freaky?" her friend supplied.

"Yeah. Freaky."

"Is that all that's bothering you?"

Caitlin sighed. "I just… I also wanted to make sure, that you… that we… We're still friends, right?"

"'Course we are, _chica_ ," Jinx smirked. "What, you think a little power display is gonna chase me off? You're stuck with me, girl."

"Well, alright then," Caitlin laughed. "I just wanted… you know, just to be sure."

Jinx sat back in her bean bag, grinning. "You need a superhero name now."

"What? No! I'm not a-"

"I'm thinking maybe… Powergirl."

"Jinx-"

"Oooh, how about Megagirl?"

"No, that's stupid."

"Mario Kart Girl?"

"That's you, dork."

Jinx clapped her hands. "Yeah, I'll be your goofy sidekick! It's Ultragirl and her faithful companion, Mario Kart Girl! Completely worthless in a fight, but stick a controller in her hands and she'll tear up a virtual track!"

Caitlin sighed humorously. "I'm not going with Ultragirl, either."

"Uniquegirl?"

"No."

"Fearlessgirl?"

"No, Jinx…"

* * *

 **A/N:** Bit shorter one this time. Surprise surprise, Fury has secrets. In fact, his secrets have secrets.

So, next chapter I think will pull in _Thor:The Dark World_ events. I need to rewatch the movie though as it's been awhile…

To reply to the Guest review - never actually been to Azerbaijan, I mostly stuck to Europe when I lived over there. However, my Google research led me to believe the chaoticness of that country might serve my story well. Any other such locations that might serve as fitting backdrops, let me know.

All favor from the gods shall be bestowed upon those lovely mortals who hath shown kindness towards my humble story. Many thanks to my Betas ( **PandaAnimeLover, KellyConnely** ), reviewers ( **theradvlad** \- as always, you stay awesome yourself; **Dracowoman** \- your wish is my command), followers, and those who have given me a shiny token of favor. Cheers!


	10. Chapter 10

**A/N:** Another short one, but figured I'd pop it up while still working on the next chapter.

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

"Boss, on your six!" Jinx called out.

The team leader whirled just in time to duck a clumsy swing by one of the large man-shaped beings. He planted a kick in the creature's stomach, doubling him over before placing a shot into his head. "Dale, are you still keeping them contained?"

"Roger that, any one of them that strays out of the columns, I'm dropping."

A body came soaring through the air to drop at Boss' feet. He glanced over to see Caitlin engaged with three of the mauraders, ducking and punching and kicking with abandon at the humanoid creatures that loomed almost twice her height. Jinx ran up next to him, popping off a few shots to drop an additional creature that was running up towards where Caitlin was engaged.

"I think we're in luck, Boss!" the pink-haired agent shouted. "They've stopped coming through the portal, and the instruments show that it might actually have closed!"

"Thank God," he breathed. "This was a bit much for the four of us to handle."

"You kidding?" Jinx snarked, holstering her sidearm and gesturing towards their petite brunette teammate. "With Wondergirl along, we can take on anything!"

The girl in question took her final opponent to the ground, riding him down with her knees on his chest and repeatedly slamming her fist into his face until he no longer moved. She hopped off and trotted towards them.

"I'm not using Wondergirl, either," she commented nonchalantly. "Did I hear you say the portal's closed?"

"Yep!" Jinx replied cheerfully. "So we should be done here, time to call for cleanup!"

"Figures," Caitlin sighed while looking around. "I finally get to see a landmark, and it's during combat, and now we have to leave before I can even enjoy it."

Dale walked up to them, looking around at the scene. "Stonehenge is just a bunch of rocks, Cat. Not even a really great landmark."

Boss shook his head amusedly. "I think maybe we could give her just a few-"

His words were cut off by an urgent tone that came across all of their comms before a message began. "Attention please, we have a major event in Greenwich, England. All response teams, please check in now and describe availability."

"An 'event'?" Caitlin whispered. "That sounds ominous…"

"This is Agent Marshall, Rapid Response Team Twelve," Boss reported over his comm. "We're in Stonehenge, finished up and awaiting orders."

"Confirm Team Twelve, wait one."

Jinx sighed and tapped her own comm. "This is Agent Freeman to transport, come on and get us, I have the feeling we're going to make an unanticipated stop…"

Greenwich, England.

"So all these weird portals that have opened up around the world, they're all related?" Caitlin asked skeptically from her jumpseat aboard their quinjet. "And somehow converging at this place?"

"Right," Jinx answered, smacking her gum as she looked over her instruments intently. "It's mucking with the laws of physics, and that pisses me off. S.H.I.E.L.D. got some info on this that Asgardians are involved."

"And the last time that happened, New York City broke," Dale interjected.

"We do not need that happening to London," Boss said firmly. "Still awaiting instructions from Control. Jinx can you give me anything yet?"

"Boss, these readings are all over the place, even satellite is having a tough time mapping things," she complained. "Something big is happening here, that's all I know."

"Agent Marshall," one of the pilots called from up front. "You better come see this."

All four agents crowded forward to see their destination, currently being impaled by some giant dark spike that towered over the landscape.

"What in the hell…?" Dale breathed.

"Team Twelve, this is Control. Be advised, the Asgardian called Thor is on-site and combating the threat. Your team is to establish a perimeter and make sure nothing gets in or out."

"Hey, Thor, he's an Avenger, isn't he?" Caitlin asked. Jinx nodded wordlessly in confirmation.

Boss was still looking out the front viewscreen unbelievingly. "Uh, roger that Control, any other teams en route?"

"Negative, Twelve, you're it for now."

Jinx glanced around at her team, wide-eyed. "It's gonna be one small-ass perimeter with just the four of us!"

"And we still don't know who or what we're facing!" Caitlin added.

Just then the quinjet gave a lurch. "Better buckle up, folks," the pilot said nervously. "Instruments are going haywire, I'm going to have to set this bird down fast!"

The S.H.I.E.L.D. agents jumped into their seats again and fastened their safety harnesses just in time as the quinjet went down with a bounce before finally slamming into the ground.

"Status?" Boss called out as he waved away the smoke.

"Incoming!" Jinx called out. She unbuckled her belt and fell forward, as the plane had pretty much landed on its side. She managed to control her descent and land more or less gracefully next to Boss. "Functional, sir!" she chirped cheerfully.

"I'm good," Dale's voice called out from off to the side. He emerged from the smoke, coughing but clinging to his sniper rifle. "We should evac, soon."

"Cat?" Boss called out.

There was a curse from above, and then a tearing sound before Caitlin hurtled through the smoky darkness to land in a crouch. "Damn restraint. I'm good too, let's get going."

They made their way to the rear and Jinx set to work on the manual release, finally popping it open and letting in a refreshing gust of air. The four agents stumbled out of the craft into a scene of sheer chaos.

Up in the sky were several very large circular portals, each with different swirling colors as if representing different worlds or universes. There were automobiles flying about and crashing to the ground, rubble lining the streets, and the sounds of fierce combat nearby.

"Boss, what the hell can we do here?" Dale asked, slightly awestruck.

"Our jobs," Boss replied firmly. He glanced back to see the two crewmen stumbling out of the quinjet. "You two alright? Good, get working on repairs if you can, we may need air support. Jinx, you able to reach Control?"

"Negative, Boss, comms have gone dark."

"Right. Let's spread out but keep each other in our view. Make sure civilians are out of the area, and let's see what support we can lend."

They had gone only a block before Dale called out a warning over their local comm channel.

"I've got figures moving up, dark freaky-looking guys with white masks!"

"Yeah I see 'em too," Jinx commented quietly. "They've got pointy ears and are armed."

Boss strode forward, his gun raised until he could see the otherworldly figures for himself. "S.H.I.E.L.D. Agent, put your weapons down now!" he yelled out. In return he received a barrage of red-tinted laser fire which caused him to jump for cover.

"Yeah, alright they're hostile," Boss commented nonchalantly. "Engage at will."

"Finally," Caitlin said with a grim laugh. "Something we can handle."

She darted forward towards the group that had Boss pinned, throwing herself at them with abandon. Some of them turned to swords and other blades for defense, but she nimbly dodged what slashes were thrown her way and tossed the enemy about like rag dolls. One of the figures, after being kicked backwards, simply vanished, only to reappear twenty feet in the air. He fell to the ground with a sickening _crunch_.

She finished the last off and stood to catch her breath. She could hear gunfire nearby, off to her right was the lighter sounds of Jinx and Boss' sidearms while the deeper bark of Dale's rifle sounded to the left. "Anyone need assistance?" she queried.

"I'm good, I got a perch and have a few pinned," Dale reported. "I can keep on the move and head for the roof."

"Negative, Dale, try to regroup," Boss interjected. "We're getting too spread out."

Just then Control finally came on, and Caitlin recognized the voice of her friend Maggie. "This is S.H.I.E.L.D. Control, Team Twelve do you copy?" she asked worriedly.

"Roger that, Agent Marshall here, glad to hear from you."

"Affirmative Agent Marshall, Director Fury would like a status please."

"Quinjet down, we're on the ground and unharmed. Have made contact with hostile individuals, armed with both high-tech lasers and low-tech blades. Dark figures with pointed ears and white masks.

There was a moment's pause before Maggie came back on. "Um, roger that, Team Twelve, those are aliens known as Dark Elves from, well, not around here. Confirm hostile intent. Has anyone seen Thor, is he still engaged?"

"Control, this is Agent Freeman," Jinx piped in. "I have eyes on the Asgardian, he's fighting another dark figure, they're throwing around a lot of power and objects… Wait, they just disappeared, no wait they're back now… Annnd they disappeared again. They're all over the place Control, these portals are playing havoc with everything."

"Alright Team Twelve, the Director requests you pull back and regroup. Your objective remains, keep all hostiles inside the perimeter and civilians outside."

Boss let out an exasperated sigh. "Team, fall back towards the quinjet again. Control, do we have any reinforcements incoming?"

"Team Twelve, we have two fighter jets inbound from RAF Northolt, stand by…"

"Jets?" Jinx squawked as she trotted up next to Caitlin. "What the hell are fighter jets gonna do?"

"I guess we're about to find out," the brunette commented, pointing up at the sky. The two jets roared in towards the giant spike standing out of the ground, firing missiles at it. Unfortunately both missiles and jets got immediately sucked up into one of the large swirling portals overhead.

Jinx snorted. "Yeah, that was effective."

"Hey, do any of us really understand what's going on here?" Caitlin retorted worriedly as she jogged along, her eyes sweeping for threats.

Jinx was about to reply when the diminutive brunette spied a large party of the Dark Elves running down a street, seemingly in pursuit of a pair of civilians. "Jinx, action on the left!" she shouted out before sprinting over to intercept.

She used a wrecked car as a springboard and landed with her legs wrapped around the first enemy's neck, bringing him down to the ground and twisting her thighs to break his spine. She jumped off and gave a spin kick to send the second one flying back into his comrades. The ones in the rear brought their guns up to open fire, but before they could Jinx had engaged them, dropping three in quick procession. Turning towards the new threat, they were distracted from the small black-clad girl who moved much faster than they anticipated. Caitlin quickly dispatched the others with her gun at point-blank range before turning back to Jinx.

"The civilians get away?"

The pink-haired agent nodded back, popping a bubble from her gum. "Yep, crazy idiots were running towards the fight, not away."

Caitlin sighed. "Well, we can't go chasing after them now…"

"Cat, Jinx, status!" Boss barked.

"Just taking out some trash, Boss, we're on our way," Jinx replied cheerfully. The pair set off into a jog again and rejoined their team shortly after.

Both Boss and Dale were staring up over their heads, seemingly awestruck. Caitlin turned to see what they were looking at, and her mouth dropped open.

"Guys, what are you-"

Caitlin interrupted Jinx's question by grabbing her by the chin and tilting her face up.

"Oh," Jinx said with an eerie sort of calmness. "I see."

A huge red-black glowing cloud was now enveloping the giant dark spike, flowing up from the ground and into the massive overhead portals. It seemed to writhe and twist as if it were alive.

"That… doesn't look good…" Caitlin mused.

"No, no I daresay it does not," Boss replied. "Control, are you getting this?"

There was a hiss of static that overrode whatever Control's reply might be, but then suddenly the cloud seemed to dissipate and break apart. Before long it had vanished as if it were no more.

"Well, that was anticlimactic," Jinx said, smacking on her gum once more.

There was a creak of tortured metal and then the towering structure began to topple forward and onto the college.

"You had to say something," Caitlin sighed. "I hope those civilians got… Wait, what just happened?"

The structure had vanished.

Jinx growled irritably. "This place sucks!" she shouted. "Physics, people! It's not just a freaking guideline!"

"Calm down, Jinx," Boss chuckled. "Let's head in and see what we can do, alright?"

The four agents strode forward, looking about for more hostiles, but it was if the Dark Elves had never been there. Even their corpses were gone.

"This is a little freaky," Caitlin whispered.

They entered the courtyard in between the college buildings to see four figures clustered around a fifth, larger figure prone on the ground. He seemed to be wearing some sort of armor and a red cape. As they approached, he struggled to his feet and the group started to walk towards them.

"Everyone there alright?" Boss called out. All five of their heads snapped up in alarm, though the bigger one in the cape relaxed somewhat.

"Ah, my fellow warriors, well met!" he shouted boisterously. "I had seen you fighting our common foe, and I give you my thanks. I am Thor of Asgard. Might I inquire as to your names?"

Boss nodded with a smile. "I'm Agent Marshall, behind me are Agents Freeman, Brown, and Grant. We were called in by S.H.I.E.L.D. to support, I'm sorry we couldn't do more."

"Nonsense!" Thor shouted agreeably. "It was a grand battle, my part was not for mortals to participate in. Though," he turned with a smile to regard those with him. "Perhaps some mortal's participation was rather timely."

The brunette hanging off of his arm had a relieved grin on her face. "Yeah, maybe. I'm Dr. Jane Foster, by the way. That's Dr. Erik Selvig, my intern Darcy and my intern's intern, um, Ian was it?"

"Yes, ma'am, Ian," the young man seemed to smile gratefully.

"Unfortunately my time here on Midgard is limited, I must return soon to… settle accounts," Thor said. "I ask for a small amount of time with my Lady Jane here."

Boss waved his hand amicably. "Oh, we're in no way in charge of the scene here. We're just a response team. Hopefully our ride will be fixed and we can get out soon, I'm sure S.H.I.E.L.D. will be sending in teams soon to secure the area."

"Yeah, I expect if you don't want to be delayed further, you should clear on out," Dale said with a grin. "We'll pass along your names, though."

"So we don't need to be, um, debriefed by S.H.I.E.L.D. or anything right now?" Jane asked.

Boss barked out a laugh. "Ma'am, I have no idea what all we just participated in, we were sent to help contain an incursion and hopefully we played a successful part in that. Otherwise, our job is done, and as far as I'm concerned, you can all be on your way."

Jinx popped her bubblegum. "I'm sure if Fury has any questions, he'll find you. He always does."

Thor laughed loudly. "And I am sure of that as well, my pink-haired friend."

Caitlin gave them a small wave as they passed. "Good luck!" she called out.

Thor stopped as he passed by the diminutive brunette and turned to peer down at her. Caitlin felt somewhat dwarfed, not just by the sheer height difference but by the man, no the demigod, and his presence.

"What was your name again, Warrior?" he rumbled questioningly.

"Um, Caitlin Brown, sir," she squeaked.

He gave a nod and hovered his hand over her head thoughtfully. "I see something special in you, Lady Caitlin. What you are destined for… I cannot tell. But stay strong, you are a Warrior true, never forget that." He turned then and strode off towards his friends.

"Um… thanks?" she called out at his back.

Jinx drifted over and gave her a nudge with her shoulder. "Hey _chica_ , you just got noticed by a demigod."

"Huh," Caitlin replied, a bemused expression on her face as she stared at the red-cloaked back until it was no longer visible. "Well, I suppose that just caps off an all-around weird-ass day."

"You said it, Cat," Dale laughed, slinging his rifle over his shoulder.

"Alright people, let's head back to our transportation," Boss sighed wearily. "I've got Control on the line again, but things are still chaotic. We need to get back home."

"Amen to that," Jinx smirked.

They trudged back to the quinjet to check on the progress of repairs. Once at the crash site, it was soon apparent that they needn't have concerned themselves.

"Um, guys?" Caitlin asked. "I'm not very mechanically inclined, but I'm pretty sure we can't fly with only one wing, right?"

"You got that right," a voice said from off to the side. The two pilots stepped forward, shaking their heads. "All that weird portal shit going on, we're just lucky we weren't in the quinjet when half of it just up and vanished."

"Well." Boss found a large piece of rubble and sat down with a grunt. "I suppose we need to find alternate transport then. Cat, why don't you get on that."

Caitlin's eyebrows climbed her forehead. "Me? I don't know anything about-"

"Junior Agent, Cat," Dale grinned as he slumped to the ground.

"Yep, sorry, newbie gets the grunt work," Jinx smirked as she lay out on the ground and looked up at the sky.

The petite brunette sighed. "Fine." She stomped off irritably while the others shared a chuckle.

The three agents idly watched as cleanup crews began to arrive to clear at least the streets of debris. S.H.I.E.L.D. Control was contacted, and they affirmed the team would need to obtain alternate transport over to Heathrow where they could catch a private jet back to Washington D.C. Several S.H.I.E.L.D. analysis groups were en route, and other response teams were still tied up with portal-induced chaos around the globe, but for now their group was off-duty.

After some time a black London cab pulled up and Caitlin climbed out, waving cheerfully and gesturing them inside. Her teammates looked at each other incredulously as they got to their feet.

"Really?" Jinx asked her.

Caitlin smirked. "Hey, if you wanted a vehicle of your own, you should have sent someone who could drive!"

All four of them squeezed into the back of the cab, Caitlin simply laying across the others and Boss in the middle, and soon they were off towards Heathrow airport.

"So you don't know how to drive?" Dale asked curiously.

"Nope," Caitlin replied after a second's hesitation. "I'm from New York City."

"Right. Guess you used public transportation instead," Dale mused.

"Well," Jinx grumbled, "that explains why you suck so badly at Mario Kart."

"I heard that," Caitlin exclaimed.

"Not tryin' to be all that quiet about it, _chica_ ," Jinx smirked.

"Children, I will turn this car around," Dale joked.

Boss just rubbed his forehead wearily. "See, this is why they keep asking me if I want to retire."

"Aww, don't be like that, Boss," Jinx said giving him a pat on the head. "What would we do without you to keep us in line?"

"And that's exactly why I keep turning down their offer," Boss replied wryly.

* * *

 **A/N:** I almost feel bad for the shorter length of this one, even though this is the length I had intended for my chapters to be. I doubt they will all be like this, though, I just didn't want to cram too much into it, just cover the events around _Thor: The Dark World_.

Next chapter has a little bit of fun fluff, and then another chapter with some more action. After that, though, we start getting closer to the events of _Captain America: Winter Soldier_ …

High-fives for my excellent Betas ( **PandaAnimeLover, KellyConnely** ) and for all you lovely readers. Hugs and love for my reviewers ( **Dracowoman, Trench gun** ), followers, and those who have favorited. I do love hearing from you, no matter how briefly, to tell me how you think I'm doing!


	11. Chapter 11

**A/N:** And now for a bit of fluff…

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Triskelion. Washington D.C.

"Sounds like you've been busy," Lisa snickered.

"Oh, you have no idea," Caitlin sighed, slouched back on her bed. She had her laptop propped up on her knees for a change, just because she felt the need for the softness of her bed and the pillows at her back.

Lisa smiled knowingly. "Classified, huh? Yeah, that's okay, I know my badass girlfriend is kickin' butt and takin' names all over the place."

"Baddass?" the brunette snorted. "More like sore-ass. So, didya get my package?"

"Of course," Lisa grinned, showing her the wrapped box on the screen. "And I haven't opened it yet, just like you asked me. Can I open it now? Can I?"

"Yes, you eager little puppy, open it," Caitlin snickered.

The raven-haired girl tore into the box with abandon, wrapping paper flying everywhere, before she could pull out a long, purple, velvet-covered object. She quirked her eyebrows curiously as she went to open it, and then her eyes got wide and her mouth formed an 'oh' shape.

"Happy birthday, sweetie," the diminutive brunette said softly. Lisa pulled the necklace out so that the amethyst pendant sparkled in the sunlight coming into her bedroom.

"It's… it's… Oh, it's beautiful, honey!" Lisa quietly gushed. She slipped it around her neck and fastened it. "I'm never taking it off," she declared, tears forming in her eyes.

"I'm glad you like it," Caitlin smiled.

Lisa held it up in front of her, admiring the way it sparkled. "It would have gone great with the dress, too," she murmured absentmindedly.

"Dress? What's this now?"

"Oh, it's nothing, nevermind…"

"Lisa…"

The Asian girl sighed heavily. "You're gonna think it's stupid."

"I don't think anything that you say is stupid," Caitlin reprimanded gently. "Now, spill."

"No, it's just… Okay, so prom is this weekend, and I was gonna go with my friends, but then I thought I'd just end up being sad I couldn't go with you, and decided not to. My parents are mad 'cause they got me this really pretty purple dress, but I don't wanna go and just bring everyone down, y'know?"

 _/Cat, prom is a huge deal for high school, especially for seniors, she shouldn't miss out on it. You've got to convince her to go, I've got so many good memories still of my own prom./_

"Hey, Lisa, you really should go to your prom, it's important, right?"

The other girl shook her head with a sad smile. "Nah, it's okay, just forget I said anything."

"Wait." The wheels in Caitlin's head were spinning rapidly. "When is prom, this weekend?"

"Yeah, it's tomorrow, Saturday."

"Huh. I'm off on leave until Monday. I could make it," she blurted out.

"You… what?" Lisa eyes were wide, shiny, and unbelieving.

"Yeah, I could hop on a plane tomorrow morning, fly back Sunday. I could take you to prom."

Lisa sniffled and wiped her cheeks. "Really? You… you mean it?"

"Yeah. I do."

Lisa gave a loud squeal and spun around in her chair several times. When she stopped herself she swayed a bit as her equilibrium adjusted. "Okay, so, I need to go then and grab an extra ticket. Omigod, this is gonna be so _awesome_ , I can't believe… Okay. Okay, so lemme know what the plans are, okay?"

"Alright, I'll send you an email," Caitlin laughed.

"Love you, babe!" Lisa chirped happily.

"Love you, too," the brunette smiled before ending the call and closing her laptop.

 _So. What do I do for prom?_

 _/I'm not all that much help for the girls' side. You'll need a dress, and then book a flight… dinner reservations, booking a hotel room would be romantic.../_

 _That's… a lot of stuff to get done. But what goes on at a prom?_

 _/Well, socializing and dancing./_

 _Dancing?_

 _/Yep./_

 _Chris, I don't know how to dance!_

 _/Then you best seek out some assitance soon, clock is ticking, it's three in the afternoon! You're lucky Lisa took off of school today or you wouldn't have found out until late tonight, with the time difference!/_

With a squawk Caitlin tumbled off of her bed, grabbed her laptop bag and stuffed her computer inside. She raced around grabbing shoes and her S.H.I.E.L.D.-issued light jacket to ward off the spring chill, as well as her cell phone which she used to dial up Control.

"Yes, this is Agent Caitlin Brown, can you please tell me if Agent Romanov is on the helicarrier?"

"Hey Cat, yes she's on board. In fact… yep, she's on her way to the training room."

"Thanks Maggie, and is there by any chance a transport heading from the Triskelion on up there?"

"Um… yeah, got a supply run coming in, it's going to take off in fifteen minutes though!"

"You're a lifesaver, I can make it! Thanks again!"

Forsaking the shoes and simply carrying them in her hand along with her coat, she slipped the phone into her laptop bag and hurtled out of her room. Jinx was on her way into her own quarters, and turned curiously to see her teammate sprinting down the hallway. "What-"

"Notimetotalkgottagobye!"

Ignoring the elevators, she shouldered the stairwell door open and took the steps a flight at a time, leaping from one landing to the next. She almost collided with a few people, who were left stunned and bemused by the small barefoot teenaged girl wearing a yellow sundress and calling out "Sorry!" on her way past.

Finally she raced through the lobby and into the receiving area. She held her S.H.I.E.L.D. badge up over her head as she hurdled the gates. "Gotta catch this flight, sorry!" she called out to the security guards.

Slamming open the doors, she made a beeline for the quinjet sitting on the tarmac with its engine running. There was a crewman standing at the ramp, looking amusedly at his watch.

"Well, Agent Brown, you just lost me ten bucks with my pilot, somehow he knew you'd make it before liftoff."

Caitlin laughed as she plopped herself down into a jump seat. "Sorry about that! I'm very determined when there's something I need to do."

The crewman chuckled as he closed the hatch and made his way forward. "I can see that."

Once airborne, Caitlin took the time to actually slip her shoes on and then pull out her laptop. She was able to use the attached broadband card that her computer had recently been upgraded with to pull up flight information. She decided to use Dulles as she'd need to head back to the Triskelion anyway to get a change of clothes for Sunday. The signal was bounced off of one of several S.H.I.E.L.D. satellites, allowing her access from anywhere in the world. She really didn't understand the technicalities of it all, but the friendly tech reassured her it was pretty seamless.

By the time they landed on the helicarrier she'd made her round-trip reservations. She'd be able to pick the tickets up at the airline desk tomorrow. Closing up her laptop and slipping it back into her bag, she rose and grabbed hold of the overhead straps as they touched down.

The ramp began to lower immediately. Grinning, she called out over her shoulder, "Thanks for the quick flight, guys!" Then she raced into the helicarrier and headed down to the training room.

Sure enough, Natasha was still in the cavernous room. She was garbed in her usual training attire and her lean body was covered with a sheen of sweat. Clint was in the ring with her, dodging and weaving in an attempt to get through her formidable defenses.

"Tasha!" she called out anxiously. "I need to talk to you!"

Natasha didn't take her eyes off of her opponent. If she were startled by the abrupt greeting she didn't show it. "Can it wait, Cat?"

"No! I'm sorry, but this is an emergency!"

Her brows furrowed slightly before she snaked in a quick one-two combo which laid Clint out on his back.

"Still a little slow, Barton," she smirked as she hopped down off of the ring. "Now then, _kotenok koshka_ , what's got you all in a bother, eh?"

As the redheaded agent began to towel herself off, Caitlin launched into an explanation of what was to happen this weekend. She was pacing about in a panic as the enormity of it all began to descend upon her.

"...And I don't want to mess this up, Chris says prom is like super important for a high school senior! I need help!" She finished and looked over to where her two friends were sitting. Clint had an enormous smile on his face, while Natasha was shooting her a level look.

"Don't look at me like that, Tasha! This is serious! I don't know what to do! I have no nice dress, I don't know how to dance or act or what to do! Chris is telling me about limos and hotel rooms and I'm panicking out of my mind here! I have to fly over tomorrow morning!"

Natasha gave a put-upon sigh and nodded, fishing her phone out of her workout bag. She pressed a button on speed dial and lifted it to her ear.

"Hey _milaya_ , I need a favor," she murmured in her husky voice. Caitlin raised her eyebrows at Clint, who mouthed back 'sweetie'. She giggled while Natasha smacked him on the arm without turning to look.

"So, I need this evening off from duty, through the early morning… Mmhmm… That's not all though." She hesitated, then glanced up at Caitlin with a grin. "I need you to take off with me. No. No, it's a surprise. Yes, a good one. Yes. Okay, then, meet you at your quarters, say half an hour? You can so, you're the Commander and you can just tell them to pick up the slack. Okay." She looked around to make sure nobody else was in hearing range. "Love you too, _milaya_."

She put her phone away and grabbed her bag. "I need to shower and change. Meet me up at Commander Hill's office, okay?"

"Thanks Tasha!" the petite brunette gushed.

"Hey, can I come along?" Clint asked mischievously. "I never get to go with you guys."

"That's because you're obnoxious. And no, this is a girl's night only, you have to stay and babysit Fury." The redhead turned and headed towards the showers without further comment, while Caitlin snorted in laughter.

Clint turned and eyed the brunette suspiciously as she covered her mouth with her hand. "Are you laughing at me?" he asked with a hint of a smile.

Caitlin shook her head merrily, her pale green eyes twinkling with mirth. "Nope," she replied, her voice muffled by her hands.

"Right," the blonde archer drawled. "Well, you all have fun, I'll go make sure Fury doesn't need a snack or anything."

Caitlin snorted again and moved her hands away to wipe away the tears of restrained laughter. The very thought of the tall, dark, and stern Director of S.H.I.E.L.D. needing to be babysat…

She met Natasha outside of Maria's door in exactly a half hour. The redhead was dressed casually in jeans, a cream-colored blouse, and a brown leather jacket, though her boots were suspiciously combat-ready. She gave her a wink as she approached. "Let me talk to her really quick and then we'll be out," she murmured before passing through the door.

Having learned her lesson before she went and stood against the opposite wall to wait patiently.

Maria emerged from the room wearing a similar outfit to Natasha's, only that her blouse was red. In fact, it looked like they had the exact same jacket.

"So she's never…?" she was saying over her shoulder before noticing Caitlin out in the corridor. "Oh! Caitlin, nice to see you again."

"Ma'am," she said politely, though she couldn't keep the smirk off of her face.

Natasha stopped and gave her a stern look. "What?" she asked flatly.

The brunette let out a small giggle. "You have matching jackets," she sang quietly.

Natasha rolled her eyes and started down the hallway. "You are such a brat," she muttered. "Remind me again why I'm helping you?"

"Well, 'cause you're my friend," Caitlin replied seriously.

Hill glanced over at her amusedly. "And that carries a great deal of weight for you, doesn't it?"

"Oh, yes ma'am, um, Commander Hill. It means everything to me," she explained. "I don't have any family, and I have very few real friends, so yes, they mean the world to me. I'd do anything for a friend. And even besides that, Natasha is like my big sister. So I suppose, really, she's my family."

They entered the elevator and the two older women shared an amused glance. "I think, Caitlin, that since we're on an informal trip you can call me Maria. At least until we're on duty again."

"Really?" she asked cheerfully. "Cool! Well then, Maria, you have to call me Cat."

They took a short shuttle hop down into New York City, as the helicarrier was parked off of the coast of New England once again. Once down, the three women proceeded to hit the shopping district with a determination akin to mission planning.

"Now, we need to get Cat a dress for tomorrow night," Natasha mused as she looked through the aisles of the women's boutique shop Massimo Dutti. "But we also all three of us need outfits for tonight."

"We do?" Caitlin asked curiously. "What are we doing tonight?"

"We, _kotenok koshka_ , are going clubbing," Natasha smirked. "And there you will learn how to dance."

"Oh. Um." She swallowed. "O- Okay, then, I'll give it a shot…"

"Relax, Cat," Maria laughed as she looked through a selection of skirts. "It'll be fun, and you'll have us along."

"Hmm," the petite brunette mused. "Do you think any club could handle the three of us at once, though?"

Natasha threw her head back and barked out a laugh. "Oh, there's no club in the world that could truly handle all three of us," she chuckled.

Caitlin was a little taken aback by her friend's open display of humor. She supposed that, since she became involved with Maria, the redheaded agent had been able to really relax in the tall and lanky woman's company. She grinned a little to herself, inwardly happy that she had a hand in Natasha finding some measure of happiness.

Eventually, between six different stores, the women found acceptable outfits for the evening, as well as a nice ensemble for Caitlin's prom, along with shoes and a handbag. She'd protested that she had no idea how to walk in heels, but the other two women promised her they'd teach it to her in no time flat.

"Besides, you won't wear them for long, they get left behind to dance," Natasha reassured her.

So with their purchases in hand, and Caitlin having insisted on paying for all of her own outfits herself, the three woman stopped off at a small eatery before catching a cab over to Maria's apartment there in the city.

"So you live here when you're not working?" Caitlin asked curiously as they drove along.

"Mmhmm," Maria replied. "Sometimes I need to get away from S.H.I.E.L.D. and unstress."

"Yes, yes we do," Natasha murmured, her eyes warm.

"Um," Caitlin began hesitatingly. "Guys, am I like… Am I intruding on your, um, private space here?"

"Of course not, Cat," the short-haired brunette smiled as they pulled up to her building. "This is my private space, true, but I'm inviting you into it. That's what friends do, right?"

"Okay," she replied with a soft smile. "Thanks, Maria."

As they walked up the stairs, Natasha leaned over to whisper in Maria's ear. Though she tried not to, it was hard not to overhear their words.

"You realize you're on her list, now," Natasha murmured.

"What's that?" Maria murmured back.

"She considers you a friend. That carries a lot of weight for her, just like she said earlier. You're going to have to keep it in mind when you act like a supervisor."

Caitlin cleared her throat uncomfortably. "Um, not that I was eavesdropping really, because, hello, cat-ears here, but I understand it's different with you Maria. There's you, like now, where we can be friends, and then there's Commander Hill. I can understand the difference."

Maria smiled at her over her shoulder as she unlocked her apartment door. "I'm glad. Not just that you can tell the two apart, but because you're my friend as well."

The diminutive brunette wasn't sure what she was expecting from the oftentimes stern-looking woman as far as her personal space went, but a cozy little country cottage motif was not even close. She stepped over to one of the small end tables that flanked a plaid couch. "Um, what are these?"

"They're called doilies, Cat," Maria explained.

Natasha smirked and crossed her arms after setting her bags down. "Also known as old women's decorations.

The short-haired brunette shot her a look. "Do I make fun of your hobbies?"

Natasha sauntered over without losing her smirk and molded her body to Maria's. "You happen to be one of my favorite pastimes," she purred, trailing a finger up her arm.

Maria's eyes fluttered, but she cleared her throat, trying to remain detached. "Um, dear, we have company…"

"Oh, don't mind me," Caitlin said cheerfully. "I'll just try on my new outfit, you guys go have sex or whatever." With that she proceeded to slip her shoes off and pull her sundress over her head.

"Forgot she does that," Natasha murmured.

"The girl just has no modesty, does she?" Maria chuckled as they made their way back to the bedroom with their bags.

"Nope. So we gonna have sex or what?"

"Seriously?"

"She said she didn't mind."

"...I can't believe you."

"Hey what if I…"

The rest of the conversation was lost to Caitlin as the door closed, but she did hear a good amount of giggling. While she couldn't picture either the Commander or the Black Widow ever, even under threat of torture, admit to being able to giggle, it did put a goofy grin on her face.

After getting her outfit on and walking around the room to test the fit she plopped herself down on the couch. It was surprisingly comfortable. She pulled out her laptop and began searching for things under Chris' instruction. Before long she'd found a nice restaurant for prior to the prom and could make her reservations online. She did the same for a hotel close to the high school and then set to work on the more difficult task.

She was still at it when the other two women emerged in their clubbing outfits. "What are you working on there, Cat?" Maria asked curiously.

"Hmm? Oh, I'm…" Caitlin looked up and began giggling. "Well, I'll be damned. It really is a thing."

Natasha quirked an eyebrow. "And what would that be?"

The petite brunette waved a hand in the air aimlessly. "The after-sex-glow thing. Lisa told me it was a thing, but I couldn't see it, since she's always like that. But she said I had it. And now you guys do. So hey, now I know."

Maria turned her back, but her shoulders were shaking with silent laughter, while Natasha sighed and pinched the bridge of her nose. "And what does that have to do with what you're working on?"

"Oh! Nothing, really. I'm looking up limousine services in the San Francisco area. I need a good one that I can trust to stick around and not ditch us. Chris says he had a buddy that happened to."

"Hmm," the redhead mused thoughtfully. "I might have someone, one sec." She pulled out her phone, tapped a few times to pull up a contact, and began to speak in rapid-fire Russian once the other end answered. Caitlin's eyebrows were furrowed, she couldn't make out anything that was being said aside from the occasional ' _Da_ ' which was about the extent of her Russian vocabulary.

Eventually Natasha paused and held her hand over the receiver. "What's the address to pick you up at?"

Caitlin read off the hotel's address and the redhead passed it along. There was some more rapid-fire Russian exchanged before Natasha blew a kiss into the phone and hung it up. "Okay, you're all set."

"I… I am?"

"Yep," she smirked. "Old friend, owns a chain on the West coast. He's going to send his son out there tonight to make sure he's there to take care of you. His name's Boris, and he'll be ready and at that hotel by three. He's yours for the night. My treat."

The grinning brunette flung herself into the redhead's arms. "Thanks Tasha!" she squealed.

"Alright then, you ready to hit the town?" Natasha grinned as she returned the hug.

"Yep! Let me just email Lisa the details… gimme a sec…"

"You should invite her friends along," Maria commented.

"Really?" Caitlin asked. "I dunno, I don't want to come off as… y'know, extravagant, I'd feel badly showing off to her friends."

The brunette chuckled. "It's not for you, it's for Lisa. Think of how over the moon she's going to be when she's treated like a princess, she'll be the talk of the prom."

Fortunately Lisa was online, as Caitlin hadn't really figured out how to use chat just yet. There were a few emails exchanged and it was quickly established that yes, she would love for her four friends to accompany them. Lexi and Anna were attending together but not as dates, they just didn't have anyone else to take them. So Caitlin got her to coordinate with the others to congregate at Sam's house, which was closer to the restaurant, where they could be picked up. She then got on and changed the dinner reservations. Her last email let her girlfriend know about the hotel reservations, and that the others would be on their own getting home that evening.

Both Maria and Natasha looked over her shoulder at Lisa's reply to that. "I take it she's excited," Maria murmured.

"Unless she usually types in all caps?" Natasha added.

"Sometimes, yeah, but I do think she's pretty excited. Oh, I guess she's not going to tell her parents about it…" Caitlin read further and then grinned at the last bit.

"Okay!" Maria said loudly as she walked away. "And that was more than I needed to know about your love life!"

Natasha, though, was snickering. "Sounds like you're going to have a fun after-party!"

"That's the plan," she smiled anticipatorily.

Outfitted and ready, the three proceeded towards one of the newer clubs in New York City that Natasha had been dying to drag Maria off to. "And now I have an excuse," she smirked in the cab.

"I'm not a total homebody," Maria protested weakly. "I go out, I like to have fun..."

Natasha just rolled her eyes when Maria's head was turned, causing Caitlin to giggle softly.

When the cab rolled up and the three women emerged, they presented a sight that caused foot traffic to pause, if only momentarily.

Natasha wore a slinky black short dress with a low-slung belt that matched her red hair. She had vibrantly red lipstick on with matching fingernail polish and wore red shiny high heels that put her near to Maria's height. A metallic red clutch purse completed the outfit.

The other woman had her pixie-cut brown hair spiked up slightly and wore a brilliant blue skirt and a tight white crop-top shirt that showed off the planes on her toned stomach. Maria's low flats matched her dark blue shoulder purse.

Caitlin had a bright green low-cut dress on that hugged her tightly and came down to just above her knees. She wore simple black flats, refusing to try the high heels until she received adequate education in how to do so without breaking an ankle. The small shoulder purse was black as well, and she had her hair piled up on her head for a change. Natasha had shown her how to do it herself so that she'd be able to replicate it the next day.

They walked over towards the club entrance and were immediately gestured inside by the pair of bouncers, much to the consternation of those waiting in line. "Do you know them?" Caitlin asked.

"No, Cat, that's called looking sexy as hell and raising the general quality of the clientele," Natasha smirked back.

"Huh," she replied thoughtfully. "I'll have to remember that."

Naturally Caitlin's ID was scrutinized. The doorman looked at it skeptically while the brunette rolled her eyes impatiently. He eventually relented and allowed the three past, where the beat from the music sent waves of heavy bass through their very bodies. People were bouncing and writhing on the dance floor with abandon to the heavy techno-bass music. The club itself was lit dimly along the edges but had strobing lights on the main dance floor. Arranged around that area were numerous tables, including on a second-story balcony area. Along the left-hand side was the long bar, currently only halfway filled with patrons, though there were numerous wait staff adroitly dodging the clientele to deliver drinks.

"Okay," Maria shouted. "Let's grab a table first."

She led the way, Caitlin trailing right on her heels and Natasha bringing up the rear. They found a small empty table in a corner but had to stare down a goth-looking girl who wanted it as well. Evidently Natasha's empty-souled glare was good for more than intimidating interrogation subjects.

"So, tell me something," Caitlin began as they sat down. She had to yell slightly over the music to be heard. "How do you two keep your guns in place when you dance?"

"The magic of velcro and spandex, _kotenok koshka_ ," Natasha laughed.

Eventually a waitress stopped by and took their drink order. Once she was gone, the redhead grabbed hold of Maria's hand. "C'mon _milaya_ , time to cut loose!"

Maria rose to her feet but looked over at Caitlin before moving off. "Are you going to join us?"

"Not just yet," she waved them off. "You guys go, I'll observe for awhile."

The other two women hit the dance floor and the diminutive girl watched them move. Natasha danced like she fought, sinuous and graceful even with the hard beat of the music, while Maria seemed to be more forceful and aggressive with her rhythm. She smiled to herself as she watched the pair, noting that they really were good together.

Eventually their drinks arrived and Caitlin took a sip of hers. It was alcoholic but sweet and she found herself enjoying the taste, even if she couldn't be affected by the alcohol itself.

As she was enjoying her drink and the spectacle of the dancers, she was startled when a pair of men slipped into the seats on either side of her. "Um, these seats are already taken," she shouted over the music.

"Oh, we'll leave when they come back," the one on her left replied. He was tall and blonde while his friend was a little shorter and dark-haired. Both were dressed in slacks and polo shorts, blonde's was pink while the other's was blue.

"We just didn't want a beautiful girl like yourself to be sitting all alone," the raven-haired one added.

"My name's Derek, and my friend is Alex," the blonde continued. "What's you name, gorgeous?"

Caitlin chuckled. "Are you seriously hitting on me? That's what's happening here, right?"

Derek blinked his eyes. "Only if you want it to be. I'm just striking up a friendly conversation."

"Well, I appreciate it, but really I'm already here with friends, you needn't bother."

Caitlin took another sip of her drink, but noted that it tasted funny now. She took a cautious sniff and could tell something was off. Narrowing her eyes, her keen senses noticed even in the dim lighting that there was now something dissolving in her drink.

 _/Shit, Cat, they just tried to slip you a roofie!/_

 _Wait, a what now?_

 _/It's… Okay, so what happened was Derek distracted you while his buddy Alex slipped the drug into your drink. Guys do that to incapacitate girls at clubs and parties./_

 _I don't understand. Why?_

 _/Well, to, um… It's a kind of date-rape drug./_

Caitlin took a few seconds to digest Chris' information as his memories dredged up all he could recall on date rape drugs while the other two men looked on, grinning expectantly.

 _All right then._

She took another swallow of her drink and set it down, grateful for a change that however she was made gave her a decent amount of immunity to such drugs. She smiled widely at the two men before standing up and grabbing hold of their arms, twisting them behind their backs painfully. The diminutive brunette ignored their protests as she steered them both outside the club.

Once she was outside Caitlin threw the two of them up against the wall just outside the entrance while the pair of bouncers looked on with amusement.

"You try and run and I will break a leg, understand?" she growled. The two men nodded fearfully and sagged to the ground in compliance.

"You alright there, miss?" one of the bouncers asked, casually walking over. "What's going on?"

"These two… gentlemen tried to slip me a date rape drug of some sort," she snarled.

At that both of the bouncers glowered at the men and approached further. "We'll hold them for you if you want to call the cops," one of them stated firmly.

She did so, and it took a surprisingly short while for a patrol car to pull up. The two officers, both older balding men, were of course somewhat skeptical of the diminutive teenaged girl, even after viewing her ID and S.H.I.E.L.D. badge. Caitlin remained calm despite the outlandish protests from Derek and Alex, and firmly suggested the officers search the two. In short order the officers found samples of Zolpidem on both men and arrested them. One of the policemen took down Caitlin's statement and then thanked her for her help before they left again.

Caitlin went back inside the club and immediately bumped into Natasha on the way back to their table.

"We were worried about you, did you use the restroom?" the redheaded agent asked.

The petite brunette nodded. "I'm ready to try dancing now!" she shouted over the music.

New York City.

The three women all crashed back at Maria's apartment that evening, but woke up early again to give Caitlin a quick education in heel walking. It took her a short while to get used to them, but as it was a physical activity she managed to pick it up before too long.

She thanked both women profusely and grabbed the next available shuttle flight back to the Triskelion. On her way to her room she bumped into Jinx.

"Hey, _chica_ , late night? You just gettin' in?" the pink-haired girl asked with a grin. "Maybe spent a night somewhere else, eh?"

Caitlin rolled her eyes good-naturedly. "It's not like that, Jinx. Here, come on back to my room, I have to pack and I can explain while I do so."

Jinx was lying on her bed while watching Caitlin's frenzied packing and absorbing the tale. "Huh," she finally commented. "And you can't tell me who these two chicks are that you hooked up with?"

"They're friends," Caitlin smiled. "But their relationship isn't, um, public knowledge, so no I can't tell you."

"Two women that you're friends with, and are secretly sleeping together," Jinx mused with a gleam in her eye. "Let me see if I can't narrow down the list of suspects…"

Caitlin whirled around and pointed a hanger at her. "Don't you dare. You leave this alone, alright?"

"But Cat, I'm a spy! We work for spies! How am I supposed to leave this alone?"

"Jinx…"

"Okay, okay, fine I'll leave it be." She paused for a moment. "Is it Pepper Potts? Is she having an affair on the side?"

Caitlin threw a sweater at her face, which she laughingly blocked.

San Francisco.

She arrived at San Francisco International Airport slightly ahead of schedule due to a fortuitous tail wind, which was highly appreciated by the brunette. She managed to get to the hotel and check in, hastily assemble her outfit and hair, and then get back down to the lobby in time.

Before too long a large bear of a man walked through the doors. He wore a nice black suit and was neatly trimmed, but his shoulders almost brushed either side of the doorway.

Caitlin stood up from her seat and walked over towards him. He saw her approach and gave her a wide smile before speaking with a thick accent.

"Ah, and you would be Miss Caitlin Brown, yes? Good, very good, we all on time. Come, come, I am Boris and your ride awaits."

Caitlin smiled and made some small talk with the boisterous Russian on the drive to Lisa's house. She insisted on riding up front at least for that leg of the drive. When they pulled up, he wagged his finger at her and made her wait until he could open the door for her.

She gave an amused snort as she exited the car. _Was that really necessary?_

 _/Let him do his job, Cat./_

 _Fine, fine…_

She walked hesitantly in her high heels up the walkway to the row house and carefully mounted the steps. There was perhaps only a couple of seconds from when she rang the doorbell and Lisa answered, making her think that her girlfriend was waiting impatiently on the other side.

Both of the girls stared open-mouthed at each other.

"Wow, Lisa, you look fantastic!" Caitlin exclaimed.

The raven-haired girl was in her purple dress, and it did indeed go very well with the amethyst pendant now nestled in between her breasts. The satiny dress had a low neckline and spaghetti straps holding it up, while the length of it came down to just above her ankles. She'd recently re-dyed the ends of her hair again, and it was a shade of purple that matched the dress and her flats perfectly.

"Not nearly as beautiful as you," Lisa replied, sounding slightly awestruck.

The diminutive brunette, even in her high heels, was still a few inches shorter than Lisa. Her dress was made of a clingy, shiny metallic fabric of a midnight blue color. It had thin straps that crossed in the back and a V-shaped neckline that plunged down to her belly button. The sides and back also were bare down to her waistline. It came down just past her knees but was slit up the right side so that there was only an inch or so of fabric at her waist there.

"Lisa," the brunette whispered after a moment.

"Um, yeah?"

"You're drooling. Can I come in?"

"That's not the only place I'm leaking from," the Asian girl murmured, grinning.

Caitlin rolled her eyes in amusement at her crassness, but then squawked as Lisa pulled her into a tight hug.

"I'm so glad you're here," Lisa whispered.

"Me, too," Caitlin whispered back. They separated briefly in order to place a short and sweet kiss on each other's lips, but then turned at the sound of approaching footsteps.

"Hey, so I finally get to meet your... Holy shit, she's hot!"

Both of the girls laughed at the compliment. "Cat, this is my little sister Aria."

"Hi!" the younger girl piped in, grinning widely. She was maybe only a year or two younger than Lisa, and had mostly the same features except for her pixie-cut hair. "Better come in and see Mom and Dad before they start fussing."

Caitlin wasn't quite sure what to expect with Lisa's parents. Her Mom was obviously where she got her Asian ancestry from, though she was a third generation Californian. Her Dad was a somewhat gruff but amicable man who towered over his wife by a foot, which explained how Lisa got her height.

Both parents were clearly reserved somewhat upon meeting Caitlin, but after talking with her for a bit and noticing how her daughter interacted with her they softened their attitude.

"To be fair, we were both unsure of Lisa's relationship," her mother said as they sat at the dining table. Both of the girls were holding hands out of sight but sat very close to each other. "I can see now that the two of you really do care for each other. And that's all I can really ask for, is for my daughter to be happy."

They only had a short while to visit as they needed to pick the others up still and make their dinner reservation. They stood for a few pictures and then the two of them skipped out, Lisa grabbing her overnight bag by the door and calling out her farewell over her shoulder.

"Okay then, g'night Mom and Dad, love you both! See you tomorrow!"

Her father stopped waving and turned to his wife. "Wait, what was that? What does she mean 'tomorrow'?"

Caitlin's enhanced ears could hear the amused reply from Lisa's Mom. "Now dear, she's eighteen now…"

They jumped into the limo and were off towards Sam's house. Once there the group of six had to endure another round of photographs from both Sam and Jimmy's parents, who were apparently longtime friends. Before long the group were piled into the limo together and were off on their prom adventure.

Over the course of dinner it became apparent to Caitlin that Lisa's friend Lexi seemed to be secretly pining for their other friend Anna. They were going together to the prom just because they didn't have dates themselves, but the petite brunette could tell that the angular-featured girl with dyed red hair was secretly pleased with her bubbly blonde 'date'."

 _/Well aren't you just Dr. Phil now, ferreting out hidden lesbians. First Karolina and now Lexi./_

 _Dr. who?_

 _/No, that's somebody else./_

 _...Chris, I swear to God, for a conscience you really make very little sense sometimes._

 _*Don't worry about it. Just ignore him when he's this way.*_

The three couples did end up having a fantastic time at the prom. As soon as they arrived, the DJ had started up ' _Shut Up And Dance_ '. Recognizing the song with an excited squeal, Caitlin immediately dragged her girlfriend off and onto the dance floor.

Much later that night, as they sat side by side in the limo, exhausted, Caitlin snuggled her head into Lisa's shoulder.

"Did you have a good time?" she asked quietly.

"Oh, sweetie, I had the best time ever," Lisa sighed happily. "You?"

Caitlin hesitated for a moment. "You know, I wasn't sure what to expect, really. But I had an unbelievably fun time with you, with your friends, dancing and partying… Yeah. It was awesome."

"Mmm, good," Lisa murmured, kissing the top of her head as they pulled up to the hotel. "And now I get you all to myself for the evening to sleep with."

"Oh, Lisa," Caitlin smirked as she sat up. "What makes you think you're getting any sleep tonight?"

She exited the limo, leaving her stunned and blushing girlfriend behind, to profusely thank Boris for his time. She remembered to give him a big tip from Chris' earlier prompting, and when Lisa recovered enough to join her with her baggage they headed inside.

Lisa cleared her throat once in the elevator. "So, just how long can you go without sleep?"

"Well, I haven't really tested it," Caitlin replied thoughtfully. "But I know I've gone at least four days before. I've got good stamina."

The elevator dinged and opened on their floor. "I'm not sure I can keep up with you, sweetie," Lisa said concernedly.

Caitlin smirked once again and strutted off of the elevator, putting a little extra wiggle in her steps. "I think maybe I can keep you motivated," she said over her shoulder.

She could hear Lisa's low murmur as she followed her. "God, the things you do to me…"

The next morning dawned bright and early. True to her promise, they got absolutely no sleep the night before, but Caitlin lay with her girlfriend for the last few minutes that she could. She had an early flight out and Lisa clung to her tightly in protest.

"I don't want it to end," the raven-haired girl whispered. "It's been like a fairy tale. It should have a happily-ever-after."

Caitlin chuckled while stroking Lisa's long hair where it spilled across her bare back. "All we can do is enjoy the times we have together, right? And I'm never going to forget our time this weekend."

"Me either," Lisa sniffed. "Never ever. And I promised myself I wasn't gonna cry."

Caitlin tilted her chin up so that she could give her a long, slow kiss. "We have to go," she murmured.

"Yeah," Lisa murmured back, smiling tearfully. "I know."

The diminutive brunette got her into a cab and heading back home after another round of hugs and kisses out in front of the lobby, and then got into one herself for the plane ride home again.

She did manage to sleep some on the flight, though, and her dreams were happily filled with visions of dancing the night away. It was, as she mused to herself sleepily at one point when woken up by another passenger wanting to use the restroom, almost like she was just a normal teenaged girl. And for one weekend it made for a nice change.

* * *

 **A/N:** So that was considerably fluffy. I apologize to those who were wanting more action, that picks up again over the next couple of chapters. But I think it's important for character and relationship development to have the occasional fluff. Plus, I got to stick in some more BlackHill. Happy dance, happy dance…

Much appreciation to my awesome Betas, **PandaAnimeLover** and **KellyConnely.** Eternal love and showers of appreciation upon my reviewers ( **theradvlad** ) as well as all of my readers. Thanks so very much for keeping up with my tale!


	12. Chapter 12

**Warning** for some amount of extreme violence.

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Salem, Massachusetts.

"This is so cliche," Jinx whispered into the comms.

"How so?" Caitlin murmured back as she crept down the corridor. Boss was right behind her, covering their rear, as they moved through the rickety hallway.

"We're in Salem, tracking down a witch," the pink-haired agent continued while smacking on her bubblegum. "And not only that, but you're stalking him through a haunted house."

"A, it's not haunted, just deserted," Dale broke in quietly from his position on a neighboring rooftop. "And B, he's not a witch. He's a reported practitioner of the black arts."

"You say tomato, I say witch," Jinx snickered.

"Jinx, have you got a floorplan for us yet?" Boss broke in softly.

"Yeah, Boss, because hundred-year-old houses have their zoning permits filed electronically," she snarked back. "Last house inspection did note there's a basement, though, so try for that."

"Why do bad guys always lurk in the basements?" Caitlin asked rhetorically as she inched forward, opening each door she came across and clearing the room inside.

"It's a cinegraphic failing," Jinx explained anyway. "Sort of a circular self-fulfilling prophecy kinda thing. Movies keep getting made with bad guys lurking in basements, so every two-bit villain out there feels the need to feed the stereotype."

"Jinx, that made no sense whatsoever," Dale scoffed.

"Cat gets me, right _chica_?"

"Strangely enough, I do," the diminutive brunette sighed humorously. "It's kinda like a code, takes time to crack but once you do it starts to fall into place."

"If you have a secret Jinx decoder ring, you should share," Dale laughed. "I've been trying for three years now and can't always decipher her."

"You're not in the club," Jinx bantered back. "No secret decoder ring for you."

Caitlin came across another door which opened to a dark stairwell leading downstairs. She could hear faint chanting coming from below. "Bingo," she murmured. "I think we have our target acquired, moving downstairs."

"I'm with you," Boss murmured back.

There was no real way to sneak up on him unawares as the steps creaked with each footfall, so they simply rushed down as quickly as possible. When they hit the bottom, they took in the scene warily with their guns out and searching.

There was a small foyer, stone-walled and -floored, with two doors leading off, both open. The one to the right had some sort of lab table laid out with various beakers and the like, while the one to the left was dark and full of discarded furniture. Candles lit up the lab room, flickering off of the stone walls and bookcases lined with specimen jars.

There was nobody in sight and the chanting had cut off.

"Is he a mad scientist or a witch?" Boss murmured, poking his head into the right-hand room.

"Dark practitioner…" Caitlin whispered back absently. Her senses were straining and she felt someone nearby…

She whirled to her left and brought her gun up, firing off a shot instinctively. There was a scream, and then a form stumbled into the light before collapsing.

She stared at it, her mind attempting to comprehend what her eyes were telling her, but the only thing that Chris could helpfully supply was 'demon'. It had red, scaly skin and horns, wicked claws on the ends of its fingers, and cloven feet like a goat.

"What the hell…" Boss said, shocked, as he spun in a circle looking for more targets.

"Hell is right, my wonderful test subjects," a sonorous voice called out. The dark and cluttered room to the left seemed to shimmer before the scene dissolved into an altar of some sort, set up against the wall, with a black-robed man standing in front. The room was brightly illuminated now by torches and candles, enough to see the smirk on his pockmarked face.

Caitlin zeroed in on him, taking a step forward. "S.H.I.E.L.D. agents, get down on the ground, now!" she called out.

The man laughed. He must have been taking lessons from Jinx's cinematic villains as it was low and evil-sounding. "Oh, you poor deluded child, do try and shoot me, it would be entertaining."

Caitlin shrugged. "Okay."

She sent a pair of shots out, aiming for his forehead, but a few inches from his face they ricocheted off into the room.

Boss moved up alongside her. "Well, at least we know he's the real deal."

"I think the red guy at my feet would lend further credence," Caitlin replied wryly.

"Now then, if we're done with the pleasantries, you will get to experience a true marvel before your pathetic mortal lives are extinguished," the man continued with a chuckle. "It has taken me a lifetime of study to bring me to this point, here and now…"

"He's monologuing," Caitlin sighed. She holstered her firearm and stalked forward, fists clenched.

The man's eyes got wide and he uttered a phrase that seemed to burn in Caitlin's ears, staggering her back a step. As she shook her head to clear it, she noticed a swirling red circle on the wall, seemingly made up of mists and glowing runes.

"That does _not_ look good," Boss shouted. "Jinx, get down here, we need backup!"

Out of the portal came a swarm of the same scaly red things that they had shot earlier. Caitlin whipped her gun back out and began firing rapidly, retreating across the room as she did so. The room was filled with the din of gunshots and demonic screaming, her gunfire being joined by Boss and then Jinx when she arrived at the scene.

Eventually Caitlin ran out of bullets and dropped her sidearm to wade into the fray with her feet and fists swinging. Before long the room was littered with red corpses, and Caitlin stood, panting and shaking the green ichor off of her hands.

Her head turned at the sound of a slow clap that broke through the stillness. "Nicely done," the dark magician chortled. "A tad disappointing for my minions, but no matter." He waved a hand and the red corpses disintegrated into nothingness.

"Oh. My. God. Could he be any more of a classic villain?" Jinx asked wonderingly.

"I know, right?" Caitlin snorted. She started forward again, but once more the man uttered a word that seemed to sear into her brain. She was ready for it this time and pushed forward, almost in reach of the practitioner, when a throaty roar shook the room as the portal reformed.

"Okay, now I'm starting to get concerned," Boss murmured.

"Just now, huh?" Jinx quipped, her gun trained on the portal.

What emerged was so large it had to crouch to enter. It's head was set down onto its shoulders with no neck and yet still scraped the ceiling. Green, putrid-looking skin was covered with a light fur of the same color, and he had orange eyes that glowed, a mouth full of razor-sharp teeth that uncomfortably reminded Caitlin of the velociraptor she encountered in Los Angeles, and black claws that seemed several inches long.

It stood in the room, growling and surveying those within as the portal behind it dissipated again.

Jinx let out a small whimper. "I think I might've just peed my pants a little."

"I'm not gonna judge," Boss murmured, awestruck.

The large demon sniffed around the room, settling its glowing eyes on the robed man who gestured imperiously. Faster than was humanly possible it pounced across the room and barreled Caitlin into the wall. The diminutive brunette bounced off of the back wall to sprawl on the hard floor.

"Cat!" Jinx screamed. She fired off her last shots at the green-furred creature but they had little effect, bouncing right off of his tough hide.

Caitlin pushed herself back up and threw a spinning kick at the creature's head. It blocked the attack effortlessly, grabbing hold of her leg with one of its massive paws and twisting.

The sound of her leg snapping was like another gunshot.

Screaming, the petite brunette fell back to the ground when the creature let go. In the blink of an eye the demon was right on top of her. She managed to get her one good leg in between them, holding it off, while her hands grabbed ahold of its wrists. They were deadlocked, each straining against the other, but Caitlin knew it couldn't last as her muscles were beginning to tremble already with the effort.

"Boss!" she screamed desperately. "I need you and Jinx out of the room! Now!"

"I'm not leaving you, Brown!" he shouted back, vainly trying to push the beast off of her.

"Please, Boss, now! Close the door and do not open it for any reason! Not until I come out!"

Boss backed up, his eyes wide, and pulled Jinx with him. "What are you-"

"You have to swear to me you'll stay out!" Caitlin yelled, pulling her head to the side to avoid the drool coming off of the creature above her.

"Dammit Cat-"

"SWEAR IT!"

"Alright, I swear it!" Boss shoved the struggling Jinx before him and then stumbled out of the room himself.

"Caitlin Brown, you best not die on me! You kick his furry ass, you hear?!" Jinx's cries could be heard just before Boss slammed the door shut.

"Oh, that's the plan," Caitlin growled. "So, big guy, you like it rough, huh?"

The transformation happened slower than when she became a cat or a panther, but before long her face was furred and slightly elongated, her hands ended in claws just as deadly-looking as the demon's, and both of her powerful legs were now gathered under the beast. Its eyes widened as its former prey was suddenly just as large as it was.

Snarling, the black-furred creature pushed the demon off, hurling it against the back wall and narrowly missing the formerly smirking black magician. The black-robed man ducked under the altar for cover as the two beasts slammed together with a ground-shaking crash. The demon bellowed in anger, answered by her fierce roar before she drove her clawed hand straight into its belly.

The glowing orange eyes widened in shock, and the demon looked uncomprehendingly down at its middle. With a snarl the black-furred and muscular arm was yanked back, revealing a portion of a spinal column firmly grasped in a bloody claw.

The demon toppled onto its back without another word, its eyes dimming before there were only black empty sockets staring up at the ceiling.

The robed man gave a small whimper as he felt above his head for his book, the source of his power. If he could just reach it, and summon something even more fierce…

But then he felt a strong paw close around his hand and he was pulled out from under his cover. He was held upright, his feet dangling in midair, as he came face-to-face with some bestial cross between a human and a panther.

He stared into the pale green eyes. "Beautiful," he whispered.

When she pulled the first limb off of him, he screamed. By the second, he had mercifully passed out. The third limb torn from his body sent him into cardiac arrest, and he was most definitely dead before the massive black-furred beast was done with the disembowelment.

She scattered the pieces of the puny human across the floor, tearing him to shreds with her jaws and claws until there was nothing recognizable left. She stood and let out a howl of triumph that sounded more like a scream, but then began to pace upright around the room restlessly. There was more prey to be found, she could smell them nearby…

But then her eyes came across an open book full of runes, lying upon the surface that the pitiful human had been hiding under. She stalked up to it, eyes narrowed, as she tried to comprehend the thoughts tickling the back of her animalistic brain. A mission, something she had to do…

With a shudder she slowly shrank down and reverted back to the trembling form of a human teenaged girl. Caitlin grasped the edge of the altar with her eyes screwed shut, shaking like a leaf as she sucked in great lungfuls of air to get herself under control.

 _/Hey, Cat, it's okay, you're back… calm down sweetie, you're okay.../_

 _*We gotcha kiddo. You're good now.*_

"Oh God," she whispered brokenly. "Oh God oh God oh God…"

After a full minute she managed to clamp down on her panic, the memories of being inside the creature fading. She opened her eyes again and wiped a hand across her sweating face.

 _I can't do that again, I can't… Fuck! I could sense Boss and Jinx, I wanted to hunt them, tear into them as well…_

 _/That wasn't you. You don't have control when you're in that form. But you got control back again, right?/_

 _This time, Chris. And just barely._

She gave herself a shake and shut the book, clasping it against her naked chest. A pounding on the door made her jump slightly.

"Cat! Are you alright?" Boss' voice shouted.

 _I can't let them see this… mess._

She staggered towards the door, her steps becoming more sure and under control with each one taken. She paused and scooped her firearm up on her way across, momentarily lamenting the loss of her favorite gunbelt. The diminutive brunette was calm by the time she reached the door and opened it slowly.

All three of her teammates were there, staring at her wide-eyed.

She handed the book over to Boss. "You don't want to go in there, trust me," she murmured before heading up the steps.

S.H.I.E.L.D. Transport Plane. En route to Washington D.C.

Caitlin shrugged into her spare jumpsuit and zipped it up before reaching down for her boots. She glanced over as Jinx plopped into the seat next to her.

"So, I guess you bringing an extra outfit along on all these missions finally paid off, huh?" the pink-haired girl said casually before blowing a bubble with her gum.

"Yeah," Caitlin replied softly, lacing up her boot.

"And you're not gonna tell us what happened in that room?" she added in the exact same tone of voice.

"I… I can't," the brunette replied just as softly.

Boss sat in the jump seat next to her. "I need something a little more than that, Cat," he said gently. "Why did you need us out of the room? Was it just because of the clearance level? If so, that was pretty damn reckless."

"No, not just that," she sighed, sitting upright. Dale was across from them, listening intently and his dark eyes glittering with some unspoken emotion.

Caitlin leaned her head back and closed her eyes wearily. "What I did, how I did it… it makes me lose control, alright? I can't… I could have hurt you guys if you were in the room. I don't know if I could have stopped myself."

There was a moment's silence before Boss spoke up again. "Is there a danger of you losing control normally?"

She opened her eyes back up and tried to look reassuring. "No. It's a conscious effort, not something that gets, I dunno, triggered or anything."

Boss nodded. "Well, alright then. Good enough for me." He looked up as his name was called from the front of the cargo plane. Nodding again, he stood up and patted her shoulder as he walked by.

"Sooo… I take it the bad wizard dude was dead?" Jinx asked, her pink eyebrows raised curiously.

"Oh, yeah," Caitlin chuckled. "Very, very dead."

"Cool." Her friend sat back and pulled her phone out, resuming some sort of game that she had paused. She only had a few seconds before Boss came running back, an urgent look on his face. Caitlin could feel the plane shift under them as it changed course.

"Showtime, people, we have a rescue mission to perform," he announced. "We'll be at the drop-off point in fifteen minutes."

"Well, that's awfully short notice," Dale joked as he started to reassemble his rifle.

Boss nodded curtly. "We're the closest team. Friendly targets are Captain Rogers and Agent Romanov."

Caitlin's head snapped up at the pair of names as she was buckling on a gunbelt that was a size too big on her. Before she could ask any questions though Boss was barrelling forward with his instructions.

"We're going to secure an entrance into this compound and then get inside to extract the targets. We're not sure if they're being restrained or are under fire, we just know there was an Omega extraction signal that went out, and their previous transport was discovered and destroyed. Anyone not qualified for jump?"

 _Wait, what? Jump?_

 _/Parachuting. And your answer would be no, you're not qualified./_

 _Shit._

She raised her hand, the only one on the team, and Boss gave a grunt. "Alright. I can still work with that. How high can you fall from without injury?"

"Um, maybe three stories or so?"

He gave another thoughtful grunt. "And how's your leg?"

Caitlin looked down at herself before remembering how she'd had it broken before transforming. "Oh, it's fine now, healed it up already."

He shook his head with a chuckle. "Remarkable… Alright then, listen up. Jinx, Dale, and myself will jump when over the landing zone. We will land and establish a secure exit. Cat, the plane will circle back low and you will jump out, hopefully onto the roof of the complex, and create a distraction. Meet up with us and we'll make our way in. If you cannot join up, then signal when you're ready before entering. Any questions?"

Caitlin shook her head nervously. _Well this should be interesting._

 _*Yeah, that's one word for it. I can think of a few others.*_

 _Like, oh God oh God I'm gonna die?_

 _/Relax, we'll be fine. Just like jumping off of a car./_

 _Chris, I've never jumped off of anything moving. A plane should not be my first attempt._

 _/You'll be fine./_

 _I wish you could sound more convincing when you say that._

It wasn't long before they were over the target zone and the other three parachuted members of the team launched themselves out of the rear of their transport plane. Caitlin gripped the overhead restraints tightly as the plane wheeled around and descended sharply.

"You're gonna have a really small window here," the flight engineer shouted at her. "Pilot will give me the signal, when I drop my arm you've got to get yourself out the back, no hesitation, got me?"

Caitlin nodded rapidly, rocking back and forth on her crouched legs in anticipation.

"You sure you're gonna be able to do this?" the man yelled.

The diminutive brunette grinned somewhat nervously. "I guess we'll find out!" she shouted back.

And then his arm was raised as he counted off on his fingers from five down to a clenched fist. As he dropped his arm Caitlin threw herself out the back of the plane.

She hit the rooftop of the compound, rolling with the fall. Her loose gunbelt got caught up on something and tore away from her, but she was too busy trying to slow her tumble to worry about it. Until, that is, she rolled right off the edge, onto another rooftop a level or two down, and then smashed through a skylight and into the interior.

Then she began to worry about her predicament.

She landed finally in a pile of wooden crates, sending splinters and sawdust flying about the room. Coughing, Caitlin lay on the floor and blinked up at the ceiling, trying to catch her breath.

"Boss, this is Cat," she finally wheezed. "I'm inside."

"What?" Boss barked back over the comm. "You were supposed to wait!"

"Tell that to the skylight," she moaned as she rolled to her feet, shaking her head groggily. She peered about the room, not spotting anyone nearby but hearing booted footsteps approaching on the run. "Time to improvise."

"Alright, we're on the move and will secure the exit. Sing out if you make contact."

Caitlin darted forward to stand behind the single door into the storage room. "Roger that," she whispered. The door popped open and three men entered, their rifles out and searching. She reached up and twisted sharply, breaking the first man's neck, before moving on and kicking the legs out from under the second. She leapt up and delivered a spin-kick that broke the last man's neck, landing on top of the second and knocking him out with a swift punch to the head.

She glanced around the corner and saw activity in the distance past the end of the hallway, though nobody else was headed her way just yet. Reaching down, she freed a sidearm from one of the corpses, seemingly a cheap Beretta imitation.

 _Ah well, better than nothing. What's that one saying you use, Chris?_

 _/Beggars can't be choosers./_

 _That's the one. So, let's go find our friends, eh?_

She silently crept out of the room, looking down each way from the T-shaped corridor she found herself in. Straight ahead it seemed to open up into a cavernous area, but it bent inwards at both of the other ends. Flipping a mental coin, she headed right after closing the door behind her.

The diminutive brunette agent got to the corner and paused, extending her senses. Very faintly she picked up on the sounds of quiet breathing from nearby. _Nice try, but you've got to be a lot better than that to ambush me._

She whirled around the edge of the wall, her finger tightening on the trigger only to be greeted by a pistol thrust in her own face. Peering over the barrel were a pair of intense green eyes and a shock of red hair.

Caitlin pulled her gun up and raised it to the ceiling with a sigh. "Hey, Natasha," she greeted.

The senior agent blinked her eyes as she lowered her own gun. "Cat? What… How did you get here?"

The diminutive brunette shot her a smirk. "Rescue team. Where's Cap?"

She nodded back they way Caitlin had come. "Main room. I was looking for something to help with a distraction. Care to fill the role?"

"Yes, ma'am," the younger woman grinned. She held her gun up at the ready. "Just give the word."

Natasha nodded and eased herself forward. Not for the first ime Caitlin marvelled at how the woman, seemingly without any powers or extra enhancement, was able to stalk and fight so effortlessly.

The duo crept out from the hallway and into the cavernous room. Sounds of fighting could be heard in the distance, evidently towards the front entrance.

The redhead stopped and leaned towards Caitlin to murmur in her ear. "Rest of your team?"

Caitlin nodded and murmured back. "They're opening a hole for us."

Peering around the crates they were hiding behind, the two female agents took in the room. It was about four stories high with a catwalk encircling the room. There were only a few soldiers up above who, fortunately, were mostly concentrating on the other side of the room. Clustered in the middle were seemingly dozens of armed men, all pointing their rifles into the center where Steve Rogers knelt with his hands behind his head. There was a smaller crate nearby where his shield lay. It looked like they were waiting for someone, perhaps a higher up to come take charge of things.

Caitlin leaned back and breathed into Natasha's ear. "So you're all done here, right? Got what you needed, just need an out?"

Natasha nodded, and the diminutive brunette gave her a cheeky grin and a thumbs up. "One distraction, coming up," she mouthed before slipping off towards Captain America's shield.

She actually managed to get within arms reach of the object before she was noticed. The petite agent immediately opened fire, grabbing the circular item and flinging herself back behind the larger crates. She circled around towards the front of the large room as the fire picked up, shattering crates around her as bullet holes peppered her cover.

"This was not the smartest idea," she complained to herself as she crouched down and hid behind the shield. Bullets began to ping off of it, but then there was the sound of hand-to-hand combat as Steve entered the fray. There was also the sharper sound of smaller caliber fire to indicate the Black Widow had joined in as well.

Taking advantage of the multiple new distractions, Caitlin rolled around the crate and picked off a few of the men who now had their backs to her. "Captain!" she shouted as she threw the shield towards where he was fighting.

He adroitly caught it and began to cause some real damage, slamming it into the enemy's faces and breaking bones at every turn. Natasha was rolling in and out of cover as she picked off soldiers with uncanny accuracy.

For her part, Caitlin headed towards the front to try and join up with her teammates, but the rifle fire from above forced her to take cover again.

"Boss, I've liberated the targets, how's your progress?"

"Cat, we're almost there. They've got some good sniping positions, it's taking Dale a bit to dislodge them. Can you hold for five?"

She looked up towards the catwalk, trying to spy where the soldiers were above her, but only received another barrage of bullets in reply and ducked back just in time. "Sure, we'll be here!" she replied cheerfully.

Natasha and Steve ran over towards her, having finished off the soldiers on the ground. Captain America was sheltering the redheaded agent with his shield from the fire overhead. They threw themselves the last few feet and rolled to join Caitlin.

"Miss Brown," Steve greeted her with a smile.

"Hi guys!" Caitlin said nonchalantly. "So, I'm your rescue, just as soon as I get rescued by the rest of my team."

Natasha snorted softly. "Planned this out well, then, did you?"

"Planning? Who needs planning," Caitlin laughed, peering upwards again and setting her empty gun down on the floor. "We improvise here in Team Twelve. Now, I don't think I could jump straight up that far, not without becoming a target by using the other crates. Captain, any way you could give me a boost?"

Steve chuckled and stepped back, holding his shield horizontally in both hands. "I seem to be making a habit of giving S.H.I.E.L.D. agents a lift on my shield," he joked.

"Only the insane ones," Natasha laughed softly as she reloaded her guns.

Caitlin gave him a nod and then leaped forward. She sprung straight up with his assisted boost and grabbed hold of the underside of the catwalk. Using it like a balance beam, she swung up and kicked one of the soldiers in the face, sending him toppling over with a scream.

She landed in a crouch and immediately started forward, not giving them a chance to recover. The next soldier she lashed out at with the heel of her palm and threw into the others behind him, sending them down in a tangle of legs. She knew she was in trouble, though, as there was one further ahead who was swinging his rifle around, and also one behind her from she could tell without looking.

The diminutive brunette braced herself to leap forward when gunshots rang out and her target fell backwards, blood streaming down his face. She whirled around, just in time to see a red, white, and blue circular object sail upwards to strike the last man standing in the forehead. He toppled noiselessly off of the catwalk.

She dove into the tangled pile of soldiers, throwing her fists and elbows about with abandon until they were no longer moving. Glancing over the side and seeing the other two waiting patiently for her, she swung over the edge and dropped the three stories down to land in a roll, jumping back to her feet nimbly.

"Well, that was different. Thanks for the assist!"

Steve chuckled lightly and shook his head as they started forward. "Nat, I can see you plainly had a hand in her training."

"Just to polish off the rough edges," Natasha murmured, her guns out and searching for targets. "She had plenty of raw ability."

"Don't forget hard-headedness," Caitlin whispered back, watching their rear.

"How could I ever forget?"

They paused at the next portal to see soldiers lined up at the windows and firing outside. The three S.H.I.E.L.D. members looked at each other, exchanging identical smirks, before surging forward and tossing as many out the windows as they could.

Caitlin stood back, dusting her hands off. "I got four!" she cheered.

"Nicely done, Cat, I only got three." The blonde man and the petite brunette looked over at the redheaded woman.

"Didn't know we were keeping score," she said levelly as she walked towards the exit.

"Tasha…" Caitlin scolded with a slight grin.

Natasha rolled her eyes as she held the door open. "Fine, I got three as well," she huffed.

"Yes!" Caitlin exclaimed, her fists upraised. "I win!"

"Such a brat," the other woman muttered good-naturedly.

The three of them crouched under cover outside the entrance to the compound. "Boss, we're exited, can we extract now?" Caitlin murmured into the comm.

"Wait one, Cat, Jinx is providing transport. You may want to stand back."

"Stand back?" Caitlin asked curiously. Her question was answered as a large humvee transport roared across the spacious yard, gunfire sparking off of the hood as it slalomed towards them. It came to a stop inches from their feet.

"Eeep," the brunette squeaked.

The passenger door was flung open to reveal the bubble gum smacking agent. "Jinx Automotive, at your service! Please mind your head as you get the hell inside so we can split!"

The three of them tumbled inside, Steve and Natasha taking the middle seats as Caitlin slid into the passenger side.

With a growl of horsepower they were off again, careening across the outdoor space and towards where Boss and Dale were waiting. "Next stop, boarding passengers only please!" Jinx called out cheerfully.

"Ma'am, are you sure you're qualified to operate this transport?" Steve asked nervously.

"No prob, Cap! If it has a motor, I can drive it!" She demonstrated her words by slewing around in a one-hundred-eighty degree turn to present the rear door towards Dale and Boss' perch. "Let's go people, meter's running!"

The other two members of Caitlin's team jumped inside and then they were off again, bouncing across the terrain. Several soldiers appeared ahead, raising their rifles to open fire but the humvee was upon them before they could. Two of them went flying over the hood of the vehicle.

"GTA, motherfuckers!" the pink-haired agent yelled out cheerfully.

Caitlin barked out a laugh as she clung to her seat restraints tenaciously.

"Please keep your trays in the upright position!" Jinx called out after another moment, but then gagged slightly. "Shit, I just swallowed my gum!"

"I think I swallowed my tongue!" Dale shouted from the rear. "Are you at a road yet?"

"Almost, now stop bein' a pain-in-the-ass!" Jinx yelled. Sure enough, it was only another fifteen seconds before she twisted the wheel and they ended up on pavement. She kept the pedal down, however.

"Action rear!" she shouted after glancing at her side-view mirror.

"I'm on it!" Dale shouted back. His rifle was at his shoulder and he began to pepper the pursuing vehicles with highly accurate fire, considering the instability of his firing platform. The rear canvas hatch was left flapping in the wind until Boss could grab hold and secure it open.

"Airfield coming up!" the pink-haired driver announced cheerfully. "Prepare for departure! Grab your baggage, women and children first!"

"Oh I know you didn't just try and throw me in that last category," Caitlin retorted.

"Never, _chica_!" she replied smugly. "I value my health too much!"

There was a squeal of brakes as the humvee came to a fishtailing halt. The passengers were flung forward before they could disembark, some with more haste than others.

Not even a full minute later they were in the air.

The group gathered in the rear jump seats, laughing in relief at their escape. Caitlin grabbed Natasha around the neck and gave her a hug. "That was fun!" she said, grinning.

"You said it, babe!" Jinx cheered, leaning across the bemused Black Widow to give Caitlin a high-five.

"Steve, I think Cat found the perfect group for her," Natasha mused.

"I think you might be right, Nat," Rogers chuckled.

"Oh, dammit, where are my manners!" Caitlin broke in. "Here, the pink-haired insane driver is Agent Jillian Freeman, also known as Jinx. Comms and techie." Jinx waved back merrily, smacking on new bubble gum that she'd found in the pocket of her jumpsuit. "Our sniper and medic over there is Agent Dale Grant. And then this is Boss, team leader, Agent James Marshall." Both men sketched a salute at the rescued pair.

"Gentlemen, ma'am, Steve Rogers," Captain America replied somberly. "And this is Agent Natasha Romanov. We're very grateful for your timely rescue."

"All in a day's work, sir!" Jinx replied, giving him a light smack on the arm. "Damn, Cap, those are some serious pecs there! How often do you work out?" She began to feel his arms appreciatively.

"Boss, Jinx is embarrassing me again," Caitlin complained.

"Jinx, stop embarrassing your teammates."

"Yes, Dad."

S.H.I.E.L.D. Helicarrier.

Team Twelve separated from Captain America and the Black Widow to present their debriefings. Both were, fortunately, kept rather short. Natasha delivered the captured intel, Boss the evil magic book, and then they were free to go about their business, rejoining each other in the hallway.

A pair of quinjets were waiting, one for the Rapid Response Team to take them back to the Triskelion and the other for Steve and Natasha.

"Hey, Boss, I was wondering something," Caitlin asked as they all walked down the corridor together. "Where does a dark magic spellbook get shipped off to? Do we have somewhere special to keep that kinda stuff out of circulation?"

Both Steve and Natasha looked a bit confused, but Jinx hung back and gave an animated, and likely embellished, tale of their recent op while Boss answered her. "Normal technology we have a place for, but that's outside your classification. I can tell you, though, that we do have an entire division dedicated to this kinda stuff, and they'll be taking the runic book over from here."

Caitlin blinked her eyes. "An entire department?"

"Yep, called W.A.N.D., or Wizardry, Alchemy and Necromancy Department, specializes in matters relating to magic. They'll take care of it."

The diminutive brunette looked at her team leader incredulously. "And where the heck were these guys when we were battling demons?"

"They're new still, Cat," Boss explained patiently. "I don't think they really have many field agents yet. You want me to put your name in?"

"No!" she replied vehemently. "Thanks, but no way! I've had enough of demons to last me!"

On the landing pad Caitlin spied Clint Barton waiting for them and she ran over to give him a hug. As the others approached, she passed around introductions, and he nodded soberly to each in turn before turning to his usual partner.

"Nat, you and Cap are requested back at Avenger's Tower."

The redhead sighed and rolled her eyes. "Great. Stark wants to start up his clubhouse, then."

"Sounds like it," Clint grinned. "No use putting it off, he'll just hack your phone and start bugging you endlessly. Besides, all the others are there."

"Thor is back?" Steve asked with a smile.

Clint nodded. "He is. In fact," he turned to Caitlin with a glint of humor in his eyes, "he's been making inquiries about this 'tiny little warrior girl' he came across recently."

Caitlin blushed slightly. "Oh. Yeah, we bumped into him over at Greenwich."

"Well then, why don't you come with us?" Rogers inquired.

"I… Well, we just got off of an op…" She looked over at Boss helplessly.

Her team leader shook his head with a smile. "We've got three day's leave, use it as you like."

"Oh, well… okay then…" She glanced up at Natasha uncertainly. "Do you think I should, Tasha?"

"Why not?" Natasha smirked at her. "Could be fun, _kotenok koshka_. Besides, that way I don't have to face Stark alone."

"Ugh, God I despise that man," Caitlin groaned. "Alright, then, if you guys think I should, I'll tag along, for whatever reason. It'll be nice to see Bruce and Thor again, anyway."

As the four of them broke off towards the other quinjet, Jinx gave her a thumbs up. "Alright _chica_ , you go be a superhero now!"

Caitlin just rolled her eyes and entered the jet, shaking her head.

"What was that about?" Steve asked curiously.

"Oh, it's just… It's embarrassing, really."

Clint snorted with humor as he plopped down next to Steve and Natasha prepped the quinjet for flight. "Come on, now, you can't just leave it at that."

"Fine, alright… See, she decided that I needed a superhero name, after the fight over in London. Um, the one with the German Prime Minister. Anyway, she keeps coming up with these ridiculous names."

"Like what?" Clint asked, grinning.

"No," Caitlin shook her head determinedly. "No way am I revealing that, it's far too embarrassing."

"Oh, fine," Clint grumped as he pulled out his phone. While he was tapping away at it, Steve leaned in.

"So Stark has been busy with the whole Avenger's Initiative. He even renamed Stark Tower to Avenger's Tower, wants it to be a base of operations for us. This is actually the first time we've all been back together since the Battle for New York."

"Huh," Caitlin mused, eyeing Clint curiously as he typed some more and then raised the phone to his ear. "So why am I…"

She broke off as Clint began to speak. "Yes, this is Agent Barton. I understand you've been working on a few names for Caitlin, might I ask what ideas you had?"

Caitlin let out an indignant shriek and lunged across the plane at the blonde archer, who jumped up and nimbly dodged the attack. "Oh, that's a good one. What? Oh, yeah, she's trying to get the phone away from me now…"

"Clint, I will eviscerate you!" Caitlin yelled as she attempted to pry the phone out of his hands, but he was far too nimble. Eventually Steve stood up to try and intervene, but Clint took the opportunity to dodge behind him and use him as a shield.

"Why am I in the middle of this?" Steve complained.

"Seriously, Clint, I'm going to hurt you if you keep this up," Caitlin warned, unable to keep the grin off of her face. "Stop being a dork!"

"Okay, thanks for the list Jinx, I'll let you know if I come up with any others!" Clint called out to the phone cheerfully. "Bye!" He turned to Caitlin, smirking from behind Captain America's shoulder. "There, I'm done now, go have a seat Wondergirl."

"I will remove your liver in your sleep," she growled as she returned to her place, crossing her arms irritably. "How can you evade me? I have faster reflexes!"

Natasha laughed from the pilot's seat. "If there's one thing sparring with me has taught Barton, it's how to dodge!"

Avenger's Tower. New York City.

Caitlin reminisced on her first time in New York, running scared towards a distant gleaming tower with Stark's name emblazoned across it. She thought it pretentious then, but now after seeing just the large 'A' on the side she thought it might be a fitting symbol.

She walked with the others off of the landing pad and into the luxurious interior. The other three members were inside and called out cheerful greetings. Thor, of course, could likely be heard from the ground level. And then Stark saw her trailing behind, and he got a gleam in his eyes.

"You brought the junior ranger!" he cried out excitedly. "How cute!"

"Mr. Stark," she ground out. "Still irritating as ever, I see."

"Oh, now, no need to stand on ceremony, pint size," he replied cheerfully, throwing an arm around her and causing her to wince in discomfort. "You can call me Tony. Hey, did you bring any Girl Scout cookies with you this time?"

"Natasha, please may I borrow one of your guns?" the diminutive brunette asked plaintively.

"No, Cat," the redhead replied with a smirk as she returned Bruce's hug.

"Then can I tear an arm off or something?"

"He's our host, Cat, be nice. Besides, I have dibs on any dismemberment."

Caitlin didn't do much socializing, she just sat back and watched the members of the exclusive group of heroes interact. Steve was quiet and reserved, but she could tell that the man was a natural leader. When he had something to say, he did so firmly and with conviction. Stark, in contrast, seemed to take up the role of a joker, hardly taking a thing seriously and answering any serious question with a quip or a jibe.

 _/He's actually got a method to his behavior. Notice how he calls attention to himself when it's an uncomfortable subject, no matter who's doing the talking./_

 _Of course he does, he's an egotistical ass._

 _/He's defusing situations, it's how he does it, with humor. Sometimes a little overboard, but you can tell he cares about all of these people./_

 _Yeah… No. He's still an egotistical ass._

 _/Not arguing that point with you./_

Now that Chris put the idea in her head she tried to look at Stark that way and push past her preconceived notions. She thought she was making headway until Stark noticed her attention on him and asked if she wanted a sippy cup of some juice, at which point she hurled a pillow with pinpoint accuracy and tremendous force at his face, causing him to topple backwards off of the couch arm, his limbs flailing.

"Not the most graceful of landings, Friend Tony," Thor chuckled loudly.

"Sneak attack! I call foul!" Stark protested as he regained his feet, pillow clenched in his fist. Caitlin just returned his glare levelly with an eyebrow quirked in challenge. He eventually submitted and returned the pillow to the couch with as much dignity as he could muster.

As the evening progressed the diminutive brunette began to feel more and more out of place among the heroes. They were just of such a higher caliber than her, she was only a newbie S.H.I.E.L.D. agent, what could she possibly have in common with them? Squirming uncomfortably, she quietly excused herself to walk out on the patio to get a breath of fresh air.

She turned as the door opened behind her to see Natasha follow her. "What's on your mind, _kotenok koshka_? You seem troubled."

"It's just…" Caitlin threw up her hands in exasperation as she turned back to look out over her favorite city. "I don't… I don't know what I'm doing here, Tasha. I'm no hero, despite what Jinx and now Clint tease me about, I'm nobody like those guys in there, nothing like you."

"Really?" Natasha smirked. "I think the legends around S.H.I.E.L.D. might beg to differ."

"That was… It was one sparring match! And it got totally blown out of proportion! I just wanted to prove I could stand on my own, not… not be some kind of, I dunno…"

"Hero?" the redhead interjected softly.

"Yeah," she replied dejectedly. "How… You're with them, but you were a S.H.I.E.L.D. agent before all of this. How do you do it, how can you feel comfortable around them?"

Natasha sighed thoughtfully as she leaned against the railing next to Caitlin. "Barton and I started out as spies. Assassins, really, but yes we were Agents first and foremost. Then the New York invasion occurred, and it forced us to be soldiers out of necessity. Those you go to war with, you bond with, and now I have a bond with the other four men in there. Barton, I already had that bond. You could too with the others, if you wanted to try and fit in."

"Me? No," Caitlin deferred. "Honestly Tasha, I'm no hero."

"But we've seen what you can do," a quiet male voice interjected. Caitlin looked up, startled, not having heard Captain America enter the patio as well. "Not just your abilities, but your heart. I think you could fit in here, if you wanted to."

"I…" Caitlin looked back across the city again, speechless.

"Cat, you're welcome to join us anytime you want. It's not a full-time job." Steve chuckled lightly. "Nat, Clint, and myself still work for S.H.I.E.L.D. But when there's something big that comes up, and you know it's only a matter of time before it does, we exist as a group to protect the planet."

"That's such a big job," the brunette whispered. "It's… God, what a responsibility. I don't even know myself yet… I just… I don't think I could commit to something that big. Yet. Let me work with the group I'm in for awhile, get more comfortable with my abilities and all, okay?"

Steve smiled and laid a gentle hand on her shoulder. "Like I said, the offer stands, whenever you feel ready."

Caitlin snorted softly as a thought occurred to her. "What about Stark? You really think someone like him could ever work with me?"

Steve chuckled again and turned back around to head inside. "If Stark feels differently, too bad. The rest of the Avengers all like and respect you. And if he objects, Nat will just beat the heck out of him. She's been looking for an excuse."

Natasha nodded solemnly as she pulled Caitlin along inside as well. "It's true. He's practically been begging for it ever since I've known him."

* * *

 **A/N:** Yes the monologuing line was an _Incredibles_ reference. What, you don't remember?

 **Lucius** : [Bob and Lucius are sitting in a parked car, reminiscing] So now I'm in deep trouble. I mean, one more jolt of this death ray and I'm an epitaph. Somehow I manage to find cover and what does Baron von Ruthless do?  
 **Bob** : [laughing] He starts monologuing.  
 **Lucius** : He starts monologuing! He starts like, this prepared speech about how *feeble* I am compared to him, how *inevitable* my defeat is, how *the world* *will soon* *be his*, yadda yadda yadda.  
 **Bob** : Yammering.  
 **Lucius** : Yammering! I mean, the guy has me on a platter and he won't shut up!

One of my all-time favorite animated superhero stories ever.

So, got a bit of action in finally, and we got to mingle with the Avengers. I could have stretched the section out and touched on all of them, but that would have made it entirely too lengthy. I apologize if I didn't spend enough time with one of them you were looking forward to.

As always, much love to my Betas, **PandaAnimeLover** and **KellyConnely** , to my reviewers ( **Dracowoman** , **chaosrin** \- yay for fellow _Runaways_ fan!), my followers, and those who have favorited my humble tale. Thanks for reading!


	13. Chapter 13

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Caitlin slid through the dark room on silent feet. Her target was in here, somewhere, but even her enhanced senses couldn't pick up on their location. Were they blocking her somehow? Or just concealed?

Or had they already fled from her?

She paused with one hand on the wall, closing her eyes and concentrating. Her hand tightened on her sidearm as she could feel the air pressure shift, like a ghostly whisper against her skin, movement just on the other side of the room. With her eyes still closed, her gun hand tracked the movement. Allowing herself an indulgent smirk, she opened fire, sending a pair of bullets out towards where the target was.

The diminutive brunette crouched and stalked forward, frowning slightly at the lack of further sound once her ears stopped their ringing from the gun's report in such an enclosed space. She knew she hit them, she had to have…

Once at the point of impact, she carefully searched around but found no body, no blood. Her fingertips found the bullet holes in the wall, and she shook her head irritably. _How could I have missed?_

And then she felt it, the air shift again, but this time from behind her. She whirled in a crouch, but before she could bring her sidearm around, even with her advanced reflexes, the target fired upon her first.

The next instant seemed as if it happened in slow motion. She saw the bright flash of gunfire, heard the sharp double report of the weapon discharging, smelled the cordite in the air, and felt the impact of the bullets as they tore through her chest, ripping into her organs and shredding muscle and tissue.

Caitlin toppled backwards, her eyes wide and disbelieving. As she lay in a pool of her own blood, gasping what little breath she could through her ruined lungs, she could see a figure approach. It knelt down next to her, looming overhead and peering into her eyes.

It was a girl. A girl with her face.

Triskelion. Washington D.C.

Caitlin woke up with a bloodcurdling scream, sitting upright in bed and gasping for air. She clutched at her heaving, naked chest and trembling as if she had a fever.

Jinx shot upright as well, looking about in confusion. "Whazzat… Cat? Hey, you okay?"

The brunette couldn't speak, just shook her head frantically, the tears streaming down her face unabated.

Her pink-haired friend wrapped her arms around her and clung tightly as she realized the situation. "Shhh, it's okay _chica_ ," she murmured while stroking her hair. "Just a bad dream, you're okay, calm down… Just breathe, alright?"

Finally her panic subsided enough that she could notice her residents trying to calm her down as well. Even Kyle, who she'd not heard from in some time, sounded concerned.

 _Okay, it's… I'm okay, guys, just give me a minute… That was a really, really bad nightmare, I've never had one like that before…_

 _/Yeah, I can tell, you're still replaying it. Try and clear your head, huh?/_

 _Right. Yeah, clear my head, good idea._

Sniffling, she wiped her eyes with the back of her hand and gave Jinx a pat on the arm. "I'm good now, sorry, I just… That was one hell of a nightmare. I need to go walk it off, okay?"

Jinx smiled and tightened her hug before letting go. "No worries, babe. I've still got another hour or so of sleep left, mind if I just stay here? Or would you rather have the company?"

"No, you sleep, I'll be fine... " She got out of bed and slipped her sundress over her head. "Thanks Jinx. For… well, for everything, being there for me and being my friend."

Jinx laughed lightly before placing her head back on her pillow. "Ditto, Cat," she said softly.

Caitlin slipped out of Jinx's room and headed down the hall towards her own. Once inside she shed her sundress and instead pulled on her Response Team black skintight tactical jumpsuit and boots. She wanted comfort food, and the cafeteria was open twenty-four seven, but she'd need to at least observe the proprieties.

The petite brunette made her way downstairs and into the nearly deserted cafeteria. Fortunately, as breakfast was only a few hours away, that was the main food selection available.

"Why hello there, Miss Caitlin," the friendly food worker greeted her, a wide smile on her weathered face. "You're up early, can't sleep sweetie?"

"No, ma'am," Caitlin replied with a soft smile. "I was actually hoping for some bacon, if you have any."

"For you, child? Of course, lemme go get some off of the grill for you, nice and fresh."

Caitlin's smile turned into a full-blown grin as she bobbed up and down on her toes. The food worker, called Miss Georgia by agents of every level, spent most of her time there in the S.H.I.E.L.D. building, serving up sustenance at all hours of the day and night. She was a tiny, wizened old woman with a ready smile on her dark-skinned face, but she apparently didn't have any children of her own. She'd been working at S.H.I.E.L.D. in one way or another since perhaps a couple of decades after its formation, and was as much a fixture as Director Fury was.

The woman returned with a plateful of bacon, piled high and steaming. Caitlin giggled in delight, clapping her hands before accepting the gift. "Thanks, Miss Georgia! You're the best!"

"I do what I can to put some meat on those skinny bones of yours, Miss Caitlin. You take care now, hear?"

The diminutive brunette headed towards a deserted corner of the cafeteria to eat her bacon, but stopped when she noticed a familiar face.

"Commander Hill? What are you doing up this early?" she asked quietly.

Hill glanced up and smiled at her, gesturing for her to have a seat. "I have an early briefing. Well, early here, not so early at the remote location. Why are you up, Cat?"

Caitlin smiled at the mention of her nickname. It indicated, from past agreement with the Commander, that they could converse informally for the time being. She worked very hard at keeping her friendship with the lanky woman in the background of her dealings with her in their professional environment.

"I had a nightmare," she shrugged as she took her seat across from Hill and took hold of a piece of bacon. "I don't really get them often, especially since I usually sleep, well, you know… But this one was really bad, Maria."

The other woman poked at her cheese and mushroom omelette. "Do you want to talk about it?"

Strangely enough, she did, and so proceeded to relate her dream to the tall brunette, in-between bites of bacon. When she was finished, Hill sat back and chewed on her last bite of omelette thoughtfully.

"I'm no shrink," the lanky woman began slowly. "But it's obvious to me this is weighing on you heavily, the fact that there might be others like you out there." She sighed as she placed her fork down on her plate. "I also cannot disclose activities to you of a higher clearance level than you are entitled to." She looked up at Caitlin then, her bright blue eyes searching.

Caitlin blinked uncertainly. "You mean… Are you saying S.H.I.E.L.D. is looking into it, trying to find the other… labs?"

Hill smiled slightly. "You don't have the clearance," she replied softly.

The diminutive brunette sat back and returned her smile. "Okay. Thanks, Maria."

"You're welcome, Cat," she replied as she got up with her plate. "I need to get to my briefing now. Take care, okay?"

"You too," Caitlin replied softly without looking up, her attention focused on her reduced pile of bacon. She picked up another piece and bit off a chunk.

 _So S.H.I.E.L.D. is trying to find where the lab moved to, the one that made us… That means they're concerned about this too, right, to be poking around like that?_

 _/Seems that way. And it's likely Fury is the one who ordered the poking. You feel alright about that?/_

 _I… Yeah, I do, actually. Kinda relieved._

 _[Some things are meant to stay buried, though.]_

 _I dunno, Kyle. If this lab is still active, and churning out more copies of us, killing people to serve as batteries for them… It needs shut down. Don't you think so?_

 _[That would be an acceptable outcome, yes.]_

 _Glad to know we're in agreement. Almost time to get ready for our briefing, we have an hour or so still. Maybe we can work out some?_

 _*Hmm, yeah I think that cute blonde agent, what was her name, Morse? She usually works out early. Maybe we can train with her.*_

Caitlin snorted softly as she finished up her last piece of bacon and got up to return her plate. _Eric, you just like watching Bobbi's ass while we work out._

 _*Don't deny you do the same, girlie. We have the same viewpoint, remember.*_

 _I don't know what you're talking about,_ she thought back loftily.

Dresden, Germany.

"Well, this is interesting at least," Jinx whispered into her comm. "Willya look at those beauties…"

Caitlin snorted softly from her perch in the rafters of the warehouse. "You're ogling the cars, aren't you." It was more of a statement than a question.

"To her, a fine sportscar is better than sex," Dale laughed lightly.

"Fine sportscar?" Jinx replied indignantly. "Really? I see a classic BMW Z8 Roadster and a pair of Porsches, a 911 and a Carrera. Those aren't just 'fine', they are exquisite."

"If you say so," the diminutive brunette replied, shaking her head.

"Alright then, facial recognition has come through for us yet again, intrepid teammates," the pink-haired agent announced quietly. She was posted in a utility van just outside the warehouse, parked on the street. "I have our good friend and arms dealer Adolf Lund standing by the white BMW, along with assorted cronies and henchmen loitering at the van."

"Copy that," Boss murmured from his perch opposite Caitlin, but on top of a crate. "I count four bodyguards."

"Confirm," Caitlin whispered.

"And on the other side of the ring, we have our four lovely terrorists and their Porsches," Jinx continued. "Obviously terrorism pays well, if they can afford those cars. Blue car is Johan Dinkle, love that name by the way, and his brother Alex Dinkle. Red car is Pitor Viya… Vyak…"

"Vyacheslav," Boss interjected.

"Thank you. Him. And also Vlad Irisov. The Russians are the more dangerous of the four."

"Boss, did we get confirmation yet whether or not the bioweapons are on-site?" Dale asked.

"Negative, Dale, we're just going to have to move fast and careful."

"Really, really, reeeaaally careful," Jinx interjected. "GSG 9 German antiterrorist folk are ready to move in."

"Can you zoom in any more, Jinx?" Boss asked quietly.

"No can do, Boss, I'm as zoomed in as I can get."

"I've got good visual," Caitlin reported.

"Alright, then, Jinx signal GSG 9 to move up and wait for my signal, then get yourself into position by the side door."

"Roger that."

"Cat, you're my eyes. Tell me when you can confirm the money is there and they're actually ready to deal."

"Yessir," Caitlin replied softly as she edged forward. "Right now they're still talking. All parties pretty relaxed and comfortable. One of the Russians, Vlad I think? Anyways he has what should be the money case."

"Jinx in position," the pink-haired agent broke in, smacking her bubble gum.

"Dale, exterior still clear?"

"Roger that Boss, all quiet except for our GSG friends moving up to surround the place. They're all in position."

Caitlin watched the group below interact. They didn't seem to be in any hurry, which struck her as odd. "Why aren't they worried about being spotted?" she wondered out loud. "All five have wanted posters planted around… Boss, did we coordinate with local law enforcement?"

"We did not, but GSG should have just informed them."

One of the Dinkle brothers' cell phone rang and he placed it to his ear. "Guys…" the petite brunette murmured. "I've got a bad feeling…"

The terrorist snapped his phone shut and began to rapidly issue orders in an unknown language. All of the assembled men began to return to their cars.

"Dammit, I think we're blown!" Caitlin exclaimed over the roar of one of the engines.

"Move in, now!" Boss ordered.

The red sportscar containing the Russians already began to move while Caitlin raced across the rafters. She opened fire on the two brothers, scoring hits on both of them. She was fairly certain one was a fatal wound but the other looked to be in his leg.

With a squeal of tires the red car shot off across the warehouse and towards the cavernous doors. Gunfire from Boss rained down on the arms dealer and his men, dropping Lund with a headshot as well as at least one of his hirelings.

Caitlin leapt from her rafter onto a crate and then jumped down to the floor, racing after the red sportscar. She raised her gun up to shoot out their tires but they were already gone after having smashed through the flimsy wooden doors.

 _Wow, that's some serious acceleration…_

She heard the growl of an engine behind her and turned to face the new threat, only to see a flash of pink hair through the window of the blue sportscar.

"Get in!" Jinx yelled.

Caitlin slid in through the passenger side window and was barely in her seat when their car took off like a rocket in hot pursuit of the other vehicle.

"Boss, Cat and I are in pursuit," Jinx reported calmly. "Need eyes in the sky."

"I'll see what I can do, Jinx. Keep the collateral damage to a minimum this time, please? We don't need a repeat of Rio."

Caitlin turned to Jinx curiously. "What happened in Rio?"

The pink-haired agent smirked. "We don't talk about Rio," she replied. "It gives Dale an ulcer."

The brunette snorted a laugh, but then clung to her seat restraint desperately as Jinx took the next turn with squealing tires. "How do you know which way they went?" she questioned frantically.

"Shortest route to the Autobahn. They need to get to Berlin."

"Can you catch them?"

Jinx gave another, wider, smirk. "Babe, this is a Porsche Carrera GT, it's got a five-point-seven litre vee-ten engine and six hundred and twelve horsepower of German precision engineering." She shifted gears, the engine's sound rising to a howl. "We're gonna catch those assholes."

The next turn coming up seemed far too sharp for their car to take at this speed, but the woman didn't seem to be slowing down any.

"Jinx…" the brunette moaned.

"Don't worry, Cat, I got this."

As they entered the turn, Jinx shifted her foot across the pedals and yanked up on the emergency brake. The rear of the car slid around with a squeal of brakes, while the nose aligned with their new course. She let off of the brake lever and accelerated again, the responsive car shooting off like a bullet to dodge around slower traffic.

"That's called drifting," Jinx remarked nonchalantly.

"And let's not ever do that again,' Caitlin squeaked breathlessly.

"I've got one chopper en route from Berlin, belongs to GSG 9. For some reason the local air support are all down for maintenance or something," Boss reported.

"Yeah, Boss, I think the local police might be under the terrorists' payroll," Caitlin answered back. "Pretty sure that's who called and got them spooked."

"We'll start tracing that now. You two be careful. Any sign yet?"

There was a flash of red up ahead. "We're closing in," Jinx replied with a grin. "They're getting on the Autobahn now, we're about a klick back."

"Klick?" Caitlin asked curiously.

"Kilometer, we're in Europe hon, when in Rome and all that."

 _I think I left my decoder ring back in the warehouse. Along with my stomach._

 _/The quote goes, 'When in Rome, do as the Romans do.' Kinda means go with the flow, or adapt to the local customs. Hence, use metric measurements while in Europe./_

 _Oh. Well that was easy._

 _/I'm getting better at decoding her too. She's fun./_

 _You say that, but I'm still looking for my stomach…_

With a lurch Jinx maneuvered the Porsche onto the onramp, passing two cars by driving on the shoulder. Within seconds they were closing in on the red car, who was driving fast but not overly so.

Suddenly there was a ringing sound. Caitlin looked around curiously until she spied the cell phone sitting in the console. "Think that's our friends up ahead?"

"Likely, yeah, they're wondering how their buddies escaped. Dunno if they saw the brothers get dropped or not."

Smirking, Caitlin answered the phone, only to be hit by a barrage of what sounded like Russian before she interrupted the caller. "I'm sorry, you've reached the S.H.I.E.L.D. hotline for antiterrorism. If you leave your name and number, we'll have an Agent come and arrest you shortly."

Jinx snorted with laughter, and Caitlin joined in as the connection was dropped. "Guess they didn't want to leave a message," the brunette giggled.

"Guess not," Jinx snickered. "Oh, but it looks like they figured out we're not their buddies." The 911 Porsche in front of them surged ahead as they accelerated and started weaving in and out of traffic. They were still catching up, but slower now, as Jinx adroitly stayed on their tail. After only a few minutes she had closed to within a few meters.

"That's as close as I wanna get at this speed," the pink-haired driver proclaimed.

Caitlin winced. "Do I want to know how fast we're going?" she asked in a small voice.

"No, hon, you really don't."

The red sportscar slipped through a pair of sedans, clipping one and sending it careening into a guardrail. Then it brushed the side of a delivery truck, knocking it out of its lane. The truck driver overcorrected and almost sideswiped their Carrera, but Jinx nimbly slid behind another sedan, braking hard, and then rocketed around the other side to end right back up on their tail again.

"That beautiful car," Jinx moaned. "They're gonna destroy it!"

"I'm more concerned with the other cars on the road," Caitlin added grimly. "We need to stop them."

"Wait one…" Boss interjected. "I've got an update on our orders. Kill order has been rescinded on the Russians, we need them alive."

"Thanks for tying our hands, Boss," Jinx grumbled. "How are we supposed to stop them at this speed? If we shoot out the tires they'll scatter car and body parts for several klicks…"

Caitlin sighed as she considered her options. _It's the only way._

 _*You know you've only got maybe a fifty-fifty chance of pulling this off, right girlie?*_

 _Never tell me the odds_ , she smirked inwardly, recalling their recent Star Wars marathon.

"Alright, Jinx, get us closer," she said out loud as she undid her seat belt.

"Cat," the pink-haired agent said warningly. "What are you doing?"

"Something really stupid," she muttered back. Grabbing hold of the roof she slid out of the window and maneuvered herself onto the hood of the car. She crouched with her feet spread apart and her fingers clutching what handholds she could find. The wind was streaking past her, streaming her hair behind and tearing up her eyes. She knew her team was likely trying to talk to her, but between the wind and the growl of the engine beneath her she couldn't make out a thing.

 _Closer… Little closer, wait for a straight stretch…_

After another second or two an opening appeared. The 911 stopped dodging traffic and tried to accelerate into the stretch, but before they could do so Caitlin launched herself forward.

She spread her hands out, sharp claws extended, as she sailed over the small rear spoiler and landed with her stomach on the wide rear window. She managed to sink her claws into the roof a split second before the driver of the red car sent it into evasive maneuvering to try and throw her off.

 _Too late_ , she smirked as she pulled herself upwards.

The wind still prevented her from hearing anything, but even though she couldn't hear the gunfire she could tell from the sharp pain in her thigh that they started shooting at her. Growling, she pulled her feet up and kicked in, smashing the damaged rear window and landing in the tiny rear seat.

The passenger looked at her in shock and Caitlin took advantage of his delay by grabbing hold of his gun and twisting it out of his hands. She turned it around and leaned forward, sending a bullet into each of the driver's kneecaps.

The wounded man yelled out in pain while Caitlin turned the gun back on the passenger.

"Pull over," she ordered calmly.

Unable to brake or accelerate, the driver just let the Porsche drift over to the side shoulder as it slowly lost speed. When it came almost to a halt the engine stuttered and then died, as he could not hold the clutch down either.

"Cat! Report!" Boss' voice barked in her ear.

"Suspects in custody, sir," Caitlin answered with a grin.

She heard movement behind her and then pink-headed figure leaned into the rear seat. "Agent Brown, you are abso-fucking-lutely the craziest woman I have ever met. Coming from me, that should say something."

The diminutive brunette laughed softly as the sound of a helicopter approached and sirens sounded in the distance. She gestured with her gun for the Russian passenger to exit the vehicle. "Jinx, you got this one on the right?"

"I got him, Cat. What about the driver?"

"He's not going anywhere, I kind of shot his knees out."

Jinx barked out a surprised laugh, which was echoed by Dale over the comm. "Damn, girl, guess that's one way to take them down," the sniper chuckled.

"Cat, did you shoot the driver of a moving car?" Boss questioned sternly.

"Only to disable, sir. Still alive. There was no mention of the condition the suspect should arrive in, so I improvised."

"We need that on a tee shirt or something," Jinx mused from where she stood over the prone terrorist, gun pointed down at his forehead. "Rapid Response Team Twelve: Masters of Improvisation."

The helicopter landed and took custody of both of the terrorists, flying off again shortly afterward. Jinx leaned against the car with her arms crossed. "Should I ask about the very large gouges on the roof of this once-lovely car?"

"Um, no, I'd rather you didn't."

"Mmhmm. So, you gonna sit back there all day, _chica_?" she asked with a pink eyebrow quirked.

Caitlin sighed and shifted painfully. "Just trying to heal up some before I move."

"Heal… Are you hurt?" Jinx demanded, fists now on her hips.

"Well, I might have gotten shot. A little bit. In the leg."

The pink-haired agent pinched the bridge of her nose, the most frustrated Caitlin had ever seen her. Finally letting out a huff of irritated air, she turned towards the milling police and paramedics. "Excuse me please, can I get some help here? Gunshot wound, back seat."

"Jinx, I don't need-"

He friend whirled on her with a steely glint in her eye. "Not a word, Cat. Not. A. Word."

"Yes, ma'am," she replied meekly.

Both Boss and Dale were en route to meet up with Jinx, but the team leader ordered Caitlin to go with the paramedics to the hospital back in Dresden. Once she was released she could join them in Berlin.

"But, Boss, I'll heal this up in no time!" Caitlin protested. Her inability to walk on her leg notwithstanding, she really didn't understand why everyone was making a fuss.

"Cat, do not make me sic Jinx on you."

She glanced over towards her pink-haired friend, who was glowering at her still for withholding her injury from her notice. "Um, yessir, I'll just… meet up with you in Berlin, then…"

"Smart girl. Give your sidearm to Jinx, you can't take it with you to the hospital."

She eased her gunbelt off with some difficulty and held it out to the suddenly reticent agent. "Are you… mad at me?" she asked her when she accepted the bundled-up gun.

"Yes, I am mad at you, Caitlin," the pink-haired woman bit out. "I am furious that you got _shot_ in the _leg_ and did not tell me! You were sitting there, bleeding out on the floor, while we were all yammering away!"

"But it's not that big a deal," Caitlin protested, still wincing at the onslaught as well as the use of her full name. "I don't-"

"Because I care about you, idiot!" Jinx yelled. "Okay?"

"Oh," Caitlin replied, blinking her eyes. "Well, then… I'm sorry."

Jinx huffed out a breath and then bent over her before she was brought into the ambulance. "I'll see you soon, crazy girl," she whispered, giving the brunette a tight hug.

"Don't get into trouble without me," Caitlin grinned while they hoisted up her stretcher.

"You too," the other woman smiled, waving as the doors closed.

By the time they arrived back at the Dresden hospital, her wound had stopped leaking. The doctors insisted on still giving her a unit of blood as she'd lost a considerable amount. Caitlin accepted only so that she might get released all the earlier.

Irritatingly, she was kept overnight for observation, which meant she couldn't shift and just heal the rest of the way. She spent the night arguing with her residents in her head, who had to oftentimes remind her of why simply leaving a hospital in a foreign country might be a bad idea.

Finally she got her release the next morning. She contacted her team, but was told their flight got delayed, and to simply pick up a cab to take her up to Berlin where they would pay for the fare.

 _Finally!_ she exclaimed in her head as she walked through the hospital lobby and towards the exit.

 _*Hey, at least they all spoke English.*_

 _True. Why is it I don't know any other languages? Shouldn't I, if I were an infiltrator model?_

 _/Maybe they hadn't uploaded that yet. Who knows when you were due to be activated./_

 _Hmm. Now I'm curious as to what else they left out…_

Her thoughts were cut off as she walked through the doors and came face to face with another her.

 _Oh, shit, another one!_

 _[Cat, wait!]_

She had just begun to ball her fists up and start to shift into a combat stance when Kyle's voice broke through her concentration. The fact that he would advise caution, much less that he was again back in the forefront of her consciousness after having gone so long without a word, snapped her out of her combative posture. Caitlin noticed that the other girl was, in fact, standing back with her hands upraised.

"Please, don't run!" she heard her own voice plead.

Narrowing her eyes, Caitlin looked her doppelganger over. She wasn't an exact match, actually. She seemed a little older, maybe eighteen or so, and was an inch or two taller than her. Her hair was also longer, coming down past her shoulder blades, and it was a lighter shade of brown. She was dressed in the same sort of sundress that she preferred herself, a blue and green pattern, and wore sandals.

The diminutive brunette agent relaxed her posture and gave her a slight nod. She realized that they were blocking the exit, so took a step backwards. "There's a cafe right inside here," she said quietly. Turning, she walked back the way she came and headed for the small collection of tables off to the side. She could hear the other woman walk behind her, keeping a cautious distance.

A waitress met them as they sat down simultaneously, and she looked between the two of them. "My sister met me," Caitlin explained with a smile. "Can I get an iced tea, please, sweet?"

The other brunette girl nodded. "Me as well, please."

After the waitress left, Caitlin gave her twin a level look. "Are you here to kill me?" she murmured almost inaudibly. It was pitched just low enough that only another person with enhanced hearing would catch it.

The other girl's eyes widened, the same pale shade of green that she saw in the mirror every morning. "No," she murmured back. "I didn't… I never knew there were others like me, but then I saw you in that car chase, jumping from one car to another…" She shook her head in wonderment. "I was in a bus, and saw the end of it, including when the ambulance carried you off. It was amazing."

Caitlin smirked and sat back, feeling some of the tension bleed from her shoulders. "Well, my team thought it was pretty insane. On further reflection, I might just agree with them."

The other girl returned the smirk. "Yeah. I don't think I could be that brave."

They sat there for another minute until their tea arrived, and each took a sip.

"So, my name is Caitlin," the petite agent started. "I escaped from my lab somewhere in upstate New York."

"Really?" the other girl replied excitedly. "Oh, my name's Andrea, I escaped from my lab here in Europe. Um, I think it's a country called Sokovia, I made my way here mostly on foot or the occasional bus, if I could, um… " She looked around, embarrassed. "If I could steal enough money for bus fare," she finished quietly.

Caitlin shrugged. "I'm not going to judge, you have to do what you can. I ended up killing a pair of gang bangers when I was on the run, but they were likely going to do worse to me if they could have."

Andrea nodded quickly. "I really try not to, but yeah, I've had to fight some. Killed a bunch of guards on my way out, but I got lucky, I think. The lab was just starting operations, so it didn't have great security, they complained about that and it gave me the courage to escape."

"So you haven't met any others?" Caitlin asked.

The other girl shook her head. "No, not a one. And you seem to be… different, too, not just in appearance, but… well, you look more, I dunno… alive."

Caitlin blinked, unsure as to how to take the compliment.

 _/Bet you she just escaped a little while ago, and you've done a lot more living, between camp and S.H.I.E.L.D. and having a girlfriend, even./_

 _True enough. Are we buying the story?_

 _/Yeah, it rings true enough. I think we can trust her./_

 _*She gets my vote.*_

 _[Mine as well. Protect your sister.]_

Caitlin blinked once more at the proclamation. She had mentioned to the waitress that the other girl was a sister, but in reality she really was one, wasn't she?

She noticed that Andrea had her head tilted slightly and a glazed expression in her eyes. "So, who do you have in there?" she asked with a smirk and a light tap on her own forehead.

"Oh! Yeah, I didn't even think… So you, too?" Seeing Caitlin's nod, she leaned forward slightly. "Her name's Zhao Li, used to be a female martial artist from Hong Kong originally, but was a tourist over here before… you know…"

Caitlin nodded again, and briefly explained her own residents and their names. "Some things might be easier with just one voice in here," she conceded, "especially a girl one that could, um, advise me on some of this stuff… But I wouldn't trade the guys for anything. They've been my salvation, really."

"Wow," Andrea breathed. "That's… Wow." She grinned then. "It's not always easy with Zhao, though, she likes to curse at me in Mandarin when she gets frustrated."

The two women shared an easy and identical laugh. "This is so remarkable," Andrea murmured after taking another sip of her drink. "And it sounded like you've seen others like us?"

Caitlin nodded uneasily. "Um, yeah, one… identical to me. She actually… well, she tried to kill someone, and I stopped her, but then we fought, and then…" She swallowed. "My team killed her."

"Merciful Buddha," Andrea whispered, shocked. "Did you… did you see it happen?"

The brunette agent once again nodded. "It still haunts me sometimes," she admitted quietly. "Seeing her face, lying there dead… my face, with a bullet hole…"

"Oh, stop, please," the other woman said, shaking her head. "Ugh, that's going to give me nightmares now. Wait, you said she was trying to kill someone? So she was, um, fully activated?"

"Sounds like it. Never made a sound, though."

"No, from what I understand, once we're fully activated… it's some kind of procedure where they stick these electrodes in and…" Andrea shuddered. "That was the next step for me, I saw the room. That's when I decided to escape, before they stripped me of all my will."

"Huh. Guess I was luckier than I thought," Caitlin murmured over the edge of her cup.

"So." Andrea played with her cup, frowning slightly as she obviously communicated with Zhao. "Are we… are we sisters?"

Caitlin shot her a grin. "I was just talking with the guys about that. Yeah, I think we really are. Weird, huh?"

"Yeah, very much so. Thinking I was all alone, and then finding you. It's been… Wow. What a couple of days."

"Well, I don't know where you were headed before," Caitlin said cautiously, "but you could always come back with me, to S.H.I.E.L.D. They can help protect you, and maybe you can help them stop these guys in the labs."

Andrea sat there for a few seconds with a small smile playing on her lips. "You know, that sounds like a great idea," she murmured.

Caitlin finished up her drink and stood up. "So where was it you said you ran from? Sokovia? Where's that?"

"Eastern Europe, a few countries over from here," Andrea replied, standing up as well.

The diminutive brunette agent tapped her chin thoughtfully. "If we got a map, could you show me where in Sokovia?"

"Yeah, absolutely!" she replied, her pale green eyes twinkling. "There's a bookstore right across the street!"

"Okay then, let's head there and then we'll get a cab to Berlin, meet up with my team. You'll like them," Caitlin called out over her shoulder. "They're kinda like family."

" _Entschuldigung_!" a woman's voice called out from behind them. "Excuse, please, your bill!"

"Whoops, crap, sorry!" Caitlin laughed as she headed back, stepping around Andrea. "Here you go, will you take American-"

Just then a shot rang out and there was the crashing sound of glass breaking. Caitlin threw herself to the ground, reaching for her missing sidearm and cursing loudly when she felt her hip instead. "Dammit, where…"

She turned her head to see Andrea lying on her back, a bullet hole through her forehead.

Another shot rang out, and Caitlin rolled to the side, seeking cover. She peered out from behind a column to see a flash of metal across the street as a figure got up from their perch above the bookstore and retreated across the rooftop.

"No way are you gettin' away from me, asshole," Caitlin growled. She sprinted forward, heedless of any cover or the shrieks and complaints in German as she hurtled outside. She nimbly dodged the traffic in the street, accelerating to her top speed before springing up and landing on the two-story roof in a crouch.

In the distance she could see the gunman retreating across the next roof over. It was a male, with an assault rifle clutched in one hand and some sort of shiny material covering his other hand, and he was running much faster than a normal human could.

"Gotcha," she snarled, and took off in pursuit.

 _He's gotta be enhanced, I don't have to hold back._

 _/We need answers too, though, so don't kill him right off the bat./_

Andrea's face flashed through her head, an actual sister that she'd gained and then lost again all within the space of minutes. _I make no promises._

As she leapt across the first street to land in a roll, she noticed that the sniper had stopped, whirling around with his rifle up and aiming.

"Shit!" she barked out as she flung herself to the side. Bullets peppered where she was standing previously and she continued her roll to evade the incoming fire.

Right off the roof and onto the street below.

She hit the pavement with a huff of expelled air, getting back to her feet angrily and racing forward another block. _Maybe I can get behind him…_

At the end of the block, she leapt up again, hitting the rooftop with hardly a sound. She whirled about in a circle, searching for her target.

All the roofs within sight were deserted. Her quarry was nowhere in sight.

She let out a scream of unrestrained fury and loss, falling to her knees. _Dammit! Dammit, dammit, dammit… And I've got no scent, no idea which way he went…_

 _*He's gone, kiddo. You need to get back.*_

 _/Eric's right, you need to stay with Andrea and call it in./_

With a heavy sigh she regained her feet and slowly walked back across the rooftops. "Control, this is Agent Brown. I need a cleanup team at the Dresden Hospital. Also requesting a Level Seven or higher agent to oversee."

"Roger that, Agent Brown. I have a team en route. Closest Level Seven Agent is about three hours away. Would you like me to inform your team?"

"No, Control, thanks but I'll call them…"

Off in the distance, on the roof of a ten-story hotel, a man with a metal arm curiously watched the small girl head back towards the hospital. While he could have easily picked the small S.H.I.E.L.D. agent off from there, she was not on his list. Only the one runaway was. He shrugged, stepping from the shadows and towards the door leading to the stairwell. Even if he was controlled by his masters with a heavy hand, there were times when he could exhibit some tiny degree of rebellion.

Triskelion. Washington D.C.

Caitlin waited patiently in her seat for Director Fury and Commander Hill to digest her report.

"You're certain she said Sokovia as the country where she fled from?" Hill asked. Her bright blue eyes were softened somewhat, knowing the turmoil that the brunette girl in front of her was experiencing from her ordeal.

"Yes, ma'am, absolutely certain," Caitlin replied quietly but firmly.

They sat in silence for another minute before Fury brought his hand down from where it had been propping his chin up. "Agent Brown, I realize you might feel like you now have a grudge to fulfill," he began in his commanding voice. "But I want you to let us handle this for now."

Caitlin nodded. "Sir. I do understand, I'm not going off on my own or anything."

Fury regarded her levelly before nodding. "Very well. We're going to start going over some satellite from the region and see what we can find. I have an assignment for your team right now, but rest assured, your group will be involved in the hunt." He sat back with a small smile. "Since you've managed to keep yourself detached from this, I'll consider you a subject expert. The moment you feel yourself getting too close, if you believe you may be compromised, you will tell myself or the Commander immediately, am I clear?"

"Yessir," Caitlin nodded again, though she made no move to rise.

"Something else on your mind, Brown?" Fury asked quizzically.

"Sir… that's two of me I've come across. There's no way I've been… lucky enough to run across them all. How many more have we found?"

Fury looked at her searchingly, but Caitlin just returned the gaze without emotion. Finally, the eyepatched man gave a small nod. "Sixteen," he replied quietly. "Five of them like you, it would seem to be the most popular… model. Unfortunately all are deceased."

Caitlin nodded once more with subdued gratitude. "Thank you, sir."

"Dismissed, Agent Brown."

After she'd left, Hill spoke up. "Are you worried, sir, that this latest model, Andrea, was subtly different from the others?"

"I am indeed, Commander. They might be changing the blueprint, enough so that we won't be able to catch them now through facial recognition scanners at the transport hubs. They get changed enough and we might not see the next ones coming."

Maria nodded soberly. "I'll get working on that satellite," she murmured.

"Not just yet, Hill. I have something else I need you to work on." Fury stood up and walked over to the window overlooking the capital. "I'm getting concerned about some things within S.H.I.E.L.D. that aren't showing up on my radar. Small projects that have disappeared, or larger ones that have pieces missing." He turned towards Maria and shot her a tight grin. "You're one of the few I can trust."

"Do you suspect something, sir?" she asked warily.

He shook his head wearily. "No, I'm just being cautious. I want to do some contingency planning, especially since the life-model decoys aren't viable just yet."

Maria looked at him with surprise. "Are you concerned about your safety, sir?"

"That's how I've lived as long as I have," he smirked.

"It's not paranoia if they're really out to get you, is that the gist of it, sir?" Hill quipped back.

Fury barked out a short laugh as he headed back towards his desk. "This is S.H.I.E.L.D., Agent Hill, paranoia goes with the job."

Triskelion Training Room.

Caitlin faced the punching bag, her arms down at her sides and dripping blood to the floor much the same as her forehead dripped with sweat. She'd managed to abuse her hands until the skin cracked and split, until finally she managed to break the bag. Half of it was still suspended from the ceiling, leaking the gel that it had been filled with to join the rest of it on the ground.

"Now, what did that bag ever do to you?" a husky voice asked from behind her.

The diminutive brunette closed her eyes and allowed herself a small smile. "It existed for me to vent my frustrations, and for that I am very thankful." She opened her eyes again and turned to face the redheaded agent, dressed in her operational black jumpsuit so very similar to her own uniform. "Also, my furniture is thankful, since I didn't have to break anything in my room."

Natasha snorted humorously and sat down on the bench nearby, setting a first aid kit on her lap that she'd obviously brought with her. She patted the space next to her wordlessly, and Caitlin sat down without complaint.

The older woman took her hand and began unwrapping the training tape. "I heard about Dresden," she said quietly.

"Maria?"

"Mmhmm," she replied, bandaging the knuckles of the hand she was holding.

Caitlin was quiet for a minute while Natasha worked on the other hand. "We had a sister for a little while," she finally murmured.

"We?"

"You're my family, Tasha, my big sister. But Andrea… she was like me, she'd gone through so much like me and could understand… understand…" Caitlin closed her eyes. "I'm all cried out. I don't have any more tears to spare for her. And Chris finally convinced me to stop with the 'what-ifs' and not mourn what we could have had." She opened her eyes again, the pale green almost glowing with an intense ferocity. "But I'm going to find them. I'll wait for the Director to point me in the right direction, but once he does, I'm going to find them, and I'm going to kill them all. Every last member of Hydra at that lab."

Natasha finished her ministrations but held on to her hand still. " _Kotenok koshka_ , I know what you remember, from… the other memories," she began hesitantly. "But Hydra, they were destroyed in the aftermath of World War Two. There's nothing left of them."

"Then it's someone claiming to be them, or a new group calling themselves Hydra. Doesn't matter, it's the people I'm after. The scientists who created people like me, who… who kill innocent people to take their… their souls… and the ones who give the orders to kill those who run away. Like Andrea, like me." Caitlin looked away, her eyes growing distant as she pulled her hand out of the other woman's grasp to place both of her hands in her lap. "I'm going to find them all and kill them."

The redheaded agent nodded slowly, sitting shoulder to shoulder with the younger woman. "Alright, Cat," she murmured quietly. "You find them, you let me know, and I'll help."

Caitlin glanced over, surprised, but Natasha gave her a smirk. "What, I'm Russian, revenge is one of our most sacred traditions."

The diminutive brunette sighed with a smile and faced forward again. "Thanks, Tasha."

"You're welcome, _mladshaya sestra_."

Caitlin glanced back again, this time with her eyebrow quirked questioningly.

Natasha smiled gently. "It means 'little sister'."

The brunette turned back again and sniffled, wiping away the tear that ran down her cheek. "You made me cry. Dork."

Romanov laughed quietly as she got to her feet. "Better watch who you call names. Might have to reveal your Joss Whedon fetish to the other agents."

The petite girl scoffed lightly as she got to her feet as well. "Please. Nobody can fault me for that. Besides, it's not a fetish, it's admiration."

The pair of women headed off towards the changing room.

"Alright then, who do you have a secret crush on?" Natasha teased. "And don't tell me nobody, I'm a spy and can ferret out your secrets."

Caitlin blushed and mumbled a name.

"I'm sorry, what was that?"

"Summer Glau, alright? She's hot. I'd drop my panties for her in a heartbeat, if I wore any."

Natasha threw her head back and laughed loudly, drawing stares from the other agents working out. "Oh, _kotenok koshka_ , you never cease to throw me off-guard. I hope you understand what an accomplishment that is."

"Kinda figured as much," the small girl snickered.

"Alright, go get changed and we'll hit dinner. I hear they have apple bacon pancakes being served, Miss Georgia must have heard you're in town."

"I love that woman," Caitlin sighed happily.

After changing, and as they walked towards the cafeteria, Caitlin surreptitiously placed a hand on her pocket. Within was a receipt for two iced teas from the hospital in Dresden, Germany. It was a reminder of both what she'd gained and what she'd lost, as well as a promise for the future.

 _I will kill them all._

* * *

 **A/N:** Whew, some more action, and more intrigue, an appearance by the Winter Soldier himself, and more of Jinx being Jinx. Hope you enjoyed the read. I'm trying to decide on how many chapters to insert before the events of _Winter Soldier_ , I have at least one, maybe more. Life is getting busy, so my updates might slow down a bit, but we'll get there. Also, you might recognize the country name of Sokovia as the place where the Avengers invaded at the beginning of _Age of Ultron_ , as well as towards the end. Hmmm, the plot thickens...

Shout-out to my awesome Betas ( **PandaAnimeLover, KellyConnely** ) and my lovely reviewers ( **theradvlad, chaosrin** ). Thanks for the follows and favorites, stay shiny everyone!


	14. Chapter 14

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Sokovia. Undisclosed location.

"Sir, we have come across disturbing reports," the elderly scientist said nervously as he scuttled after his superior. "S.H.I.E.L.D. has started monitoring the region. They are looking for something."

Baron Wolfgang von Strucker scoffed as he strode down the corridor. "They will not find it. We have blinded them before and will do so again."

"But, sir, what if they send a team to investigate?"

Strucker paused outside a pair of clear glass cells. "We have hidden in plain sight before. And if we are discovered, then we will simply make whatever team they send disappear without a trace. Won't we, my lovelies?"

The man, a scruffy blond with a twitchy demeanor, nodded briskly before he shivered and suddenly reappeared across the cell. In the other cell, his redheaded sister simply smiled up at him from her seated position where she was entertaining herself by causing a book to turn and whirl in increasingly complex patterns as it levitated in front of her.

The underling, a grandfatherly-looking man with neat greying hair, cleared his throat. "Very good, sir. I will stay on top of things and let you know as they develop, at least until I return back to my lab overseas. Um, Hail Hydra."

"Hail Hydra, Herr Doctor," Strucker smiled. "Have a safe flight out tomorrow. Do let me know how your latest crop of subjects are coming along, won't you…"

New York City Docks.

The inconspicuous cargo ship looked like many others in port. It was perhaps a little better upkept, with less rust and fewer mismatched spots of paint. But it was alike enough that it blended in seamlessly with the other freight traffic that moved in and out of the busy seaside ports of the world.

Which suited S.H.I.E.L.D. just fine.

One of the most preeminent spy organizations in the world, the agency utilized several ships like this one to monitor worldwide communications and threats. They also served as viable backup sites for data since they were a floating data center in their own right.

The agent in charge of this particular surveillance mission, Agent Jasper Sitwell, was a veteran of S.H.I.E.L.D. and no stranger to the intricacies of his organization. So he didn't even blink at the news that there was a last-minute call from headquarters half an hour before departure.

"Carry on," he ordered the bridge crew as he exited through the hatch. He walked through the corridor towards the secure communications room, nodding to the personnel under his command as he went. He'd been in several operations before, sometimes by himself, other times leading a team. This was certainly the largest group of agents he'd ever been placed in charge of, but he was not a man to preen or feed his ego.

Sitwell was always mission-focused. He liked to think he could work outside the box, but if there was a job to be done, he would make sure it was done.

He was, however, often ridiculed behind his back for a lack of humor. It didn't bother him, really. He didn't mind fun being poked at him so long as his people focused on the job when the time came.

As Sitwell entered the comms room, the agent on duty nodded to him respectfully. "Sir, Secretary Pierce is on the line for you."

The veteran agent kept his face neutral and returned his nod. "Very good. I'm going to need the room, please. Go ahead and grab a coffee."

"Yes, sir," the pleased agent replied.

Sitwell locked the door behind him and then began to rapidly type into a console, first logging on with superuser privileges and then deactivating most of the monitoring failsafes. With a few keystrokes his conversation would be shielded from all eyes and ears.

A few more commands and the terminal switched over to the secure video line. "Secretary," Sitwell greeted his superior politely.

"Ah, Agent Sitwell," Alexander Pierce replied, smiling. "Good to hear from you. Any problems?"

"None, sir, we're on schedule to depart."

"And was the package uploaded successfully?"

Sitwell nodded firmly. "I handled it myself, sir. Even if someone knew it was there, or where to look, they'd have to break the encryption to just download it. And, as you know, it cannot be truly decrypted unless it is done so at the source."

Pierce smiled again in approval. "Very good, Sitwell. It's imperative we keep this backup copy safe and the data's integrity is maintained. It's still too early for Project Insight to fall into the wrong hands."

"You can trust me, sir."

"I know, and I do. Contact me again in a few weeks time when you're on-station, I'll have mission updates for you then."

Sitwell nodded and leaned in towards the microphone, years of cautious habit having driven the need for secrecy into his very being. "Hail Hydra," he whispered.

"Hail Hydra," Alexander Pierce replied soberly before closing the connection.

The Hub, S.H.I.E.L.D. Facility.

Agent Victoria Hand spent much of her formative years with S.H.I.E.L.D. under the tutelage of Nick Fury. While the two of them often differed on opinion, and could even clash vociferously over issues, the one thing she learned from the enigmatic man which she clung to religiously was his ability to stay on top of everything.

So it was that her usual morning routine as head of the S.H.I.E.L.D. facility called The Hub was to review the reports and advisements, not just from her own building but from across S.H.I.E.L.D. in general. The one she was currently reading, however, had her brows creased.

There was a knock at her door and she looked up with some small amount of exasperation. She knew that if someone had the temerity to interrupt her routine that there was something dire that surfaced in the world. "Yes?" she inquired sharply.

Agent Lovato, a pleasant-faced young woman with long light brown hair, nodded hesitantly at the prompt. "Ma'am, we just received notification of the Guest House's destruction. The failsafe was engaged."

Hand sat back with a concerned look on her face. The Guest House was an old World War II bunker that had been converted into a top-secret, Level Ten S.H.I.E.L.D. medical and research facility, though currently it should only have had a skeleton security force minding things.

As a Level Eight agent herself, Hand was not privy to the contents of the facility. It was yet another item she needed to contact a certain person about.

"Very well, Agent Lovato. Thank you."

After she left, Hand turned to her console and opened up a channel. After a few seconds a stern face came on, one she'd not seen in some time.

"Agent Hand," the eyepatched man greeted her amiably.

"Director Fury," Hand nodded back. "Am I catching you at a bad time?"

The man actually chuckled slightly. "No more so than usual, Victoria. What can I do for you?"

"Two items, actually. The first being the Guest House. I was just notified of the self-destruct activation."

Fury nodded neutrally. "I am aware of this, yes."

 _Bloody man could give the card sharks at Vegas a run for their money._ "The second is a search op you have planned in Sokovia. I've reviewed the details of the mission planning-"

"Agent Hand, do you have too much time on your hands?" Fury quipped.

Hand looked at her former supervisor, eyes glinting hard. "You know I review all operations that could affect my facility."

Fury nodded, a somewhat pleased look on his weathered face. "All right, then. So what's your concern?"

"This Agent Caitlin Brown that you have assigned. I've been looking into her, quite frankly, rather remarkable file, but I'm concerned whether or not it's wise to involve her. Isn't she too close to this?"

Fury regarded her for a few heartbeats before responding. "On the contrary, her involvement goes deeper than most others would appreciate. I believe she will be invaluable on this operation."

Hand sighed heavily. "I hope you know what you're doing, Nick," she murmured.

"I always do," Fury replied with a smirk.

Hand laughed lightly, a rare sight for the usually driven and stoic woman. "Yes, I suppose you do." She leaned forward then, a deadly serious expression on her face. "One other thing. I'm concerned with the tone of some of the reports I've been reviewing lately. They seem… off. Perhaps modified? Sometimes they don't match the same tone as the rest of the report."

"Noticed that, did you?" Fury sighed.

The female agent stared at Fury for a long minute. "You be careful, Nick," she finally murmured.

"You do the same, Victoria." He paused, as if he were about to end the connection but changed his mind at the last second. "Something is coming. I don't know what it is, and that in itself worries me. But we all need to be prepared." And with that he finally signed off.

Victoria Hand sat back in her chair thoughtfully and pondered long and hard the meaning behind the enigmatic man's words.

Sahara Desert. Egypt.

"I do not like sand," Caitlin complained.

"Really? I must have forgotten the last five times you mentioned it," Jinx snarked back over the comm.

Caitlin was crawling across the dune to get a better vantage point over the sprawling complex. It consisted of several buildings, mostly made out of concrete, and housed their target, the very mad scientist Amir Rahal.

She shifted further until she was just poking over the edge. The setting sun was in her face, but that was better than at her back and presenting her profile. And as she didn't need binoculars she wouldn't give herself away with any reflections.

The diminutive brunette winced as a fresh torrent of sand trickled into her boot. Not for the first time she just wished she could have left her boots off. Or her newly-issued sand-colored fatigues, which did nothing to keep the chafing grit out.

"Alright, in position," she reported. "Three patrols in pairs, as advertised. Main workshop is in the middle, storage building next door, everything looks just like it did in the satellite pics… Okay, I can see a cluster of scientists moving from the offices over to the workshop." She paused and squinted in the bright sunlight. "Confirm, one of them is Rahal, he's on-site."

"Let's go, people," Boss ordered gruffly. "We wait for nightfall and we miss the opportunity. Need to take that Iron-Man-killing-robot offline before he can put it to use."

"Almost worth it to just let it do its thing," Caitlin joked quietly.

Boss chuckled lightly. "Yes, you made your opinion of Mr. Stark known already, Cat."

Caitlin shifted irritably again. "Hey, did I mention how much I hate sand?"

They waited for a break in the patrol pattern before all four of them headed down. Caitlin was on point, backed up by Dale with his rifle and Jinx with her pistol. Boss brought up the rear with his submachine gun and their backup plan slung across his back.

S.H.I.E.L.D. had sent them on this mission with a specialized bit of equipment, just the thing for dealing with giant killer robots. It was an EMP cannon the size of an overly large shotgun. It took twenty seconds to charge, but once it did the blast it delivered was enough to irrevocably fry any electronics targeted. Boss, with his weaponry expertise, was in charge of the contingency. Their primary plan was to apprehend the scientists and disable the controls before the robot was activated.

Once they got down onto the grounds of the compound the hated sand gave way to hard rocky ground. The four agents slipped through the buildings and almost reached the targeted building before they were spotted.

Dale's rifle barked twice. "Well, that's it then, subterfuge over," he murmured.

Four more soldiers rounded the corner and Caitlin dropped each one before they even had time to bring their weapons to bear. "Boss, we still moving?"

"Affirmative, continue to target. Stick together people."

More soldiers came pouring around the corners and from various buildings. The four deadly agents brought each one to an untimely end. Dale took a hit to his shin, just a graze really but it was enough to give him a slight limp, and Caitlin had one bullet burn its way across her back, though it was healing up quickly as it was rather superficial as well.

Finally they made their way into the large workshop, Caitlin breaking the doors down with a booted foot and rolling inside. She dealt with the few soldiers clustered there and called out an all-clear shortly thereafter.

The four S.H.I.E.L.D. agents crept through the cavernous room into the slightly smaller research area. Three men in white lab coats were hurrying about with their arms stuffed with papers while the fourth simply sat at a terminal and typed furiously.

"S.H.I.E.L.D. agents, everyone down on the ground, now!" Boss barked out.

The three upright scientists immediately complied, but the fourth simply ignored them and continued his work.

"Amir Rahal, step away from the console or I will open fire!" Boss ordered one last time.

With a flourish of his hands Rahal finished his typing and looked up with a leer on his face. "You're too late!" he cackled manically.

Metallic groans and creaking noises sounded from the room they had just left.

"Oh, that does not sound good," Jinx murmured.

"Pull back, we do not want to get trapped in here!" Boss got them moving back the way they came, with the mad roboticist's ravings following them.

"He's not yet fully weaponized, but plenty strong to deal with the likes of you! You will all perish at the hands of my creation!"

"Can I just shoot him, please?" Dale grunted as he jogged along.

"Focus!" the team leader barked.

Caitlin led the way. She refrained from sprinting so that she could stay with her team but led far enough so that she might clear the area of hostiles. When she got to the main room, she looked about for targets but stopped incredulously at the sight of the robot towering at least ten feet high who was emerging from the shadows.

"Oh, shit," she whispered, backing up slowly.

The monstrosity had several weapons emplacements still empty, but it had long gorilla-like arms and a heavily armored torso. Its head was set low between its shoulders and a dim red light emanated from a slot by where the eyes would be in a human.

The others joined the petite brunette and moved towards the entrance. "Hold it off!" Boss called out as he unslung the EMP weapon. "Twenty seconds to charge!"

Their bullets zinged off of the robot's armor without causing it to even hesitate. It moved with an unanticipated speed and swung at Caitlin, who was closest, with a massive steel fist. She managed to dodge away as the blow sent shards of concrete flying, but then it focused its attention on the others.

Caitlin let out a low growl. It was going to smash one of her teammates before that EMP could fire, unless she did something, fast.

She sprinted towards the towering behemoth, nimbly sliding between its legs while kicking out and causing it to stumble slightly. Once behind, she jumped up and grabbed what handholds she could find to scurry up the back. If it wasn't weaponized, maybe there would be an open port or access hatch where she could do some damage...

"Cat, look out!" Jinx screamed.

The undersized agent looked up just as a massive hand clamped over her head. She felt herself become airborne before she was slammed into the concrete ground, knocking the wind out of her. She lay on the ground, stunned and feeling the twinge of pain from a broken rib or two. And then she saw both of the robot's fists descend down on her before she could even think of rolling out of the way.

The giant robot repeated his assault one more time and then picked up Caitlin's limp and bleeding figure, flinging it across the room to smash into the far wall where she crumpled into a boneless wet heap.

"Firing!" Boss shouted. There was a whirring noise and then a blue light exploded against the robot's chest. It staggered and then froze as the red light on its head sputtered out. The only noises left were the creaking of rapidly-cooling metal.

"Boss," Dale said in a strained voice. "Rahal is rabbiting."

The team leader nodded, unable to look away from the bloody smear that ran down the far wall to point towards Caitlin's resting place. "Right. Take the kill shot. Jinx, go… Please check on her."

There was a sharp report of a rifle's discharge as Jinx jogged over to where Caitlin's body lay. "Target neutralized," Dale said quietly. "Do you really expect anything left of Cat?"

"I don't know, Dale," he sighed heavily as he made his way over. "She's pretty tough-"

"Boss!" Jinx yelled. "She's alive! She's still alive!"

"Son of a bitch," he murmured wonderingly as he picked up his pace. Sure enough, as he approached he saw the brunette's eyes flutter as if trying to open. She was a bloody, broken mess, her limbs twisted and bent in all sorts of unnatural angles and her hair matted with the red sticky substance that seemed to leak from everywhere. As he got closer he could see what seemed to be a rib poking out from her side through one of the many tears in her fatigues.

"Jesus, Cat," Dale muttered as he crouched down, his medic kit clutched in his hands. "I don't even… I don't know where to even begin…"

Jinx was already on the comm to request an immediate medevac. The words 'agent down' often had a motivational impact on such requests.

Caitlin's eyes finally opened all the way, and she looked around. Her right eye was bloodshot and didn't seem to be able to focus. "Ow," she moaned breathlessly. Her every breath sounded like a struggle and rattled in what was left of her ruined chest.

"Shh, it's okay _chica_ ," Jinx murmured as she hovered over her friend, unsure where to even try and touch her. "We're gonna get you out of here, alright? You just hang on…"

"Can't… feel…" the brunette choked out.

Boss winced as he saw the twist to her back. Her spine was likely fractured in multiple locations, which would spare her from most of the pain, but at what cost? "Cat, what in the hell did you think you were doing," he admonished quietly, not expecting an answer.

Caitlin gave a wet cough. "Needed… twenty… seconds…" she gasped painfully before she blacked out again.

Medical Ward. Helicarrier.

Boss, Dale, and Jinx all gathered inside the surgery ward. Caitlin was still in critical condition, though she'd been under the knife for four hours as the S.H.I.E.L.D. doctors tried to repair what they could.

"She seemed to have healed some of her internal damage," the surgeon, a man named Dr Davidson, was explaining. "But we've set what we could, aligned her bones…"

He trailed off as a newcomer stormed into the room, his sharp blue eyes probing the individuals within before resting on Caitlin's still form. The diminutive girl looked awfully frail and small in a hospital gown, swathed with bandages, hooked up to several monitors and IVs, and with inflatable casts on all four of her limbs.

"Doctor, status," the blonde man ordered quietly.

"Yes, Agent Barton, as I was just explaining, we fixed what we could in surgery, what she hadn't healed already, but she seems to have stopped healing herself. I understand she has some sort of accelerated process but once she was put under she seems to be healing at the same rate as a normal person."

"The one thing she is not, is normal," Barton murmured. "You said 'put under', is she drugged?"

Davidson nodded wearily. "We had to, in order to operate, she kept waking up screaming. Her body was ignoring the dosage until we increased it high enough to, well, tranquilize an elephant."

The blonde archer nodded thoughtfully, his probing eyes never resting on any one spot. "Agent Marshall," he finally said, "I need you and your team to wait outside, please."

Boss cleared his throat uncomfortably. "Sir, I don't want to be insubordinate, but Cat is our teammate…"

The newcomer looked up then, and the other team members were reminded of why he was called Hawkeye. His eyes bored into them, seemingly able to nail them to the proverbial wall. "I understand that, but this is now above your clearance level. Clear the room."

Nodding his head, Boss turned without another word and ushered the others out. Jinx walked backwards, unable to tear her eyes off of her friend's figure until the door closed.

"Doctor, what is your clearance level?"

Davidson looked over in surprise. "Um, I'm Level Five, is there a reason-"

"Not high enough," Barton cut him off. "You need to leave as well. Grab whatever staff you can, at least Level Seven, and get them in here." He glanced at him, bringing his piercing gaze to bear. "Quickly, Doctor."

"Of course…"

Davidson swept out of the room while the blonde muscular man stepped over and rested a hand lightly on Caitlin's forehead. "You in there, Cat?" he murmured.

After only a half a minute another doctor barged in wearing green scrubs instead of a white coat. "Agent Barton, I'm Doctor Green, chief surgeon," the older woman stated. "I have level seven clearance, what can I do for you?"

He gave her a curt nod before taking the medical professional's tablet from her hands and put in his authorization. He typed a few quick commands before pulling up Caitlin's file.

"Look this over. I need to wake her up and talk to her. I think the drugs are preventing her from healing."

Doctor Green scanned the file on the tablet, her eyes widening. "I see… But I'm afraid I don't understand, if we just let her heal naturally…"

"...Then she might not heal her bones correctly, or might get an infection, or would need physical therapy before she could be active again, if ever, with that kind of back injury," Barton finished for her. "She needs to shift to heal. Wake her up."

Sighing, she complied, walking over and dialing down the pain medication. "She's going to be in a tremendous amount of pain," Green reprimanded.

Barton nodded. "She can handle it," he whispered.

After another minute or two, Caitlin's eyelids began to flutter.

"Cat," Barton said urgently as he leaned over her. "Come on, wake up, girl."

Finally she opened her eyes fully and blearily peered around the room. Her normally pale green eyes were clouded and grey. "Clint?" she croaked out.

"Hey, kid," Barton said warmly. "Welcome back. You with me?"

Caitlin blinked her eyes slowly. "Hospital?" she whispered.

"Yeah, we're on the helicarrier. You got busted up pretty bad." Barton drew in a breath. "You're not healing, Cat. Can you transform to help with that?"

The petite brunette blinked again and frowned. "No," she finally muttered. "Too… too fuzzy… ev'rything's… cloudy…"

Barton sighed and looked down at her body. The inflatable casts had her limbs immobilized but even so he could tell that there were multiple fractures. "Doctor, how many bones are broken?"

"Honestly, Agent Barton, it'd be easier just letting you read the report," the greying woman replied. She typed in her tablet and then handed it over to the blonde archer. He perused it while Caitlin drifted in and out of consciousness. By the time he got to the end of it his eyebrows had climbed up his forehead.

"How…" He shook his head. "How is she even alive?"

"It's been the talk of the medical ward," she said with a slight smile.

Barton closed his eyes. He already knew what needed to be done, and this was unlike him to hesitate when a course of action was already decided. But this small girl had grown on him in a way few others had, and his fondness for her was going to make this all the more painful.

"We need to take her completely off of the meds," he said firmly once he opened his eyes again. "All of it. She needs it out of her system before she can transform."

"But…" Green shook her head. "Do you have any idea how much pain she will be in?"

Barton looked over at her sharply. "Believe me, Doctor, I know. Take her off."

Green sighed and complied, turning off the medication completely while the blonde agent leaned in again.

"Cat, can you hear me?"

The petite brunette peeled her eyes open again as she'd had them closed for awhile. "Hey, Clint," she whispered. "Am I… Are we in a hospital?"

Barton nodded. "Yes, we're on the helicarrier," he repeated patiently. "We're taking the pain meds off of you so you can transform. It's going to hurt like a bitch, though, when it wears off."

Caitlin blinked slowly once more. "'Kay," she said faintly.

"I'll be right here, not going to leave your side. You keep trying to transform, alright?"

She frowned slightly. "Tried to nod," she murmured.

"Yeah, you're pretty well immobilized. Spine's been broken in a few places. I'm hoping you can change before you start healing and feeling places you really don't want to right now." He glanced over at the doctor who was now standing back from the bed as if to distance her from any repercussions. "Doctor, you can leave. Please lock the door behind you."

She gave a curt nod and then left without speaking.

He sat with the teenaged girl for about ten minutes, talking to her quietly about mundane things, until her face began to crease with anxiety.

"Clint," she whimpered. "I can… I'm starting to feel it…"

"Come on, Cat, transform," he urged firmly. He stood up and placed his hands on either side of her face, careful not to touch the broken cheekbone on her right side. "You've got to change."

"I can't," she moaned. "Oh, God… I can't…"

She closed her eyes and gritted her teeth, concentrating hard. Clint could tell when her spine started healing as her back began to rise up slightly, and he felt his hands become moist from the tears leaking from her eyes.

"You can do this, Cat," Barton encouraged. "Transform. You've done it hundreds of times."

Suddenly her back arched completely off of the bed and her mouth opened to let out a heart-wrenching scream. The blonde agent held on and kept shouting at her, begging her to change.

And then, almost in the blink of an eye, he was no longer holding the face of the teenaged brunette. Instead there was a small black short-haired cat lying on her side, panting and mewling pitifully.

The door banged open behind Barton as Dr Green barged back in. "Agent Barton, I cannot allow-"

"Door closed, now!" he shouted over his shoulder.

He heard the sound it it closing and locking again before she approached, peering at the small feline with awe. "Is that… She did it?"

"She did it," he confirmed with relief. He stretched out his hand to pet the cat, but got clawed for his effort. Laughing in surprise, he snatched his hand back. "Alright, no touching," he said with a smile.

"I don't know what to do for her now," Green murmured, still looking somewhat perplexed. "I'm not a veterinarian."

"Relax, it'll be fine," Barton reassured her. He moved the inflatable casts off of the bed as well as the tubes and her sweat-soaked hospital gown. Then he leaned down to eye level with the panting cat, careful to remain out of scratching range. "Do you think you can change back? I think it would help you more, right?"

Caitlin flicked her tail slightly before she became a teenaged-looking girl once more, curled up miserably on her side in the fetal position. "Owie," she whispered weakly.

"Damn, girl, you're something else," Barton said admiringly. "Let's get you a new gown."

Green nodded briskly and rummaged in a cabinet before finding one. They got her dressed again and settled with the monitoring hookups in place, but without the IV.

"Really tired," Caitlin sighed. "That was, well, pretty horrible."

The doctor was feeling along her upper limbs carefully. "This is absolutely remarkable," she was murmuring. "All the bones are completely healed, proper and straight. We'll do some x-rays to be sure, but you should be able to be moved into a normal recovery ward soon."

Caitlin glanced down at Barton's hand where he was holding her own. "Oh, Clint, did I do that?" she asked worriedly as she eyed the long bloody scratches.

"Believe me, I've gotten worse," he chuckled in reply. "I do need to get going, though. I've got a three month assignment coming up that I was about to depart for when I heard about you."

"I'm glad you came by," she smiled at him gratefully.

"Well, I was in the neighborhood," he replied with a smirk. He glanced over as a fist began pounding on the door. "And that would be your very overprotective team."

"Oh, leave them alone, they just worry about me," she sighed good-naturedly.

"They're not the only one. Tasha's on her way, she left from a mission as soon as she heard about you too."

"What?" Caitlin sputtered. "Why would she leave a mission? She's going to get in trouble!"

"You know Tasha, she puts the mission before everything," Barton reassured her. "If she's on her way then she's already finished, just likely skipped out on her debrief." He leaned over and planted a kiss on her forehead. "Glad you're better now, Cat."

"Me too. Thanks, Clint."

He strode over to the door and opened it to reveal a furious-looking Agent Marshall. "What did you do to her?" he demanded hotly, both Jinx and Dale backing him up with murderous looks on their faces.

"Nothing, Agent Marshall, just helped her heal." He gestured behind him to where Caitlin lay, waving at her team weakly.

Boss shook his head obstinately. "Listen, Barton-"

"Stop," the blonde archer interrupted, much more gently than he could have. "I understand you are concerned for her. But you don't have the clearance. If you don't like it, take it up with the Director." He glanced back over his shoulder and smirked. "Try not to get flattened again while I'm gone."

"And you try not to jump off of any more buildings," Caitlin joked back.

"It was the one time," Barton sighed as he shouldered past the three agents and exited.

Her teammates gathered around her incredulously while Caitlin gave them a nervous smile. "Hi, guys," she started, twisting her hands in her lap while the Doctor checked her legs and feet. "Sorry to worry you."

"You're sorry?" Jinx asked incredulously. "You're sorry you worried us?"

"Um, yeah?" she replied anxiously.

The pink-haired girl eyed her critically. "Are you still hurting, or, like, broken anywhere?"

"Nope, all better, just a little sore and tired," the brunette answered.

"Good," Jinx huffed out before throwing herself across her in a tight hug. "You are such a freaking idiot," she murmured into the diminutive girl's shoulder.

Dale was shaking his head with an unreadable look in his eyes. "You are something else, that's for sure," he murmured.

"How long are you going to need to recover?" Boss asked gruffly as he tried to unsuccessfully hide his concern.

"Um, maybe a few days or so?" she replied, patting Jinx on the back. "I mean, a week would be great, but we usually don't get that much time…"

"Well, it would seem Director Fury has specially requested our team for a search and destroy op overseas," he mentioned much more calmly. "If you don't think you're up to it…"

"No, no I'll be up for it! No problem!" she said excitedly. "When do we leave?"

Boss chuckled. "We have two days. Rest up, and we'll handle the pre-op planning, okay?"

"Sure thing, thanks Boss!"

"Jinx, you need to let your teammate go now."

"Nope, I'm good like this. My cuddle-buddy needs me. Healing powers of friendship, and all that."

"Jinx…"

The pink-haired agent let out a very put-upon sigh and stood upright again. "Fine, I know, they still want our debrief." She glared at her friend and pointed a bright pink manicured nail at her. "Don't you go anywhere, alright?"

Caitlin grinned back up at her. "Promise."

"Hey, if you get moved to a recovery room tonight, I'll bring a movie by we can watch. How about _Snakes on a Plane_?"

She considered her words, briefly consulting Chris for the relevant data. "That's the one with the guy who says everything is 'motherfucking', right?"

"That's the one!" Jinx laughed. "He kinda reminds me of Directory Fury."

Dale snorted as he headed towards the door. "I could never imagine the Director saying 'motherfucking', I don't think it's in his vocabulary."

"Oh yeah, I can totally hear it now," Jinx giggled. "'I'm tired of these motherfucking Avengers on my motherfucking helicarrier!'"

Caitlin snickered and clutched her sides. "Oh, stop, please, it hurts to laugh yet…"

Sure enough, an hour or so later she was moved just across the hall to a recovery room. She fell asleep shortly thereafter, but was woken up by a soft noise after an interminable nap.

She glanced around the dim room to see Maria Hill crouched next to the small couch where a redheaded figure appeared to be dozing.

"Maria?" she croaked quietly.

The lanky woman stood and walked over with a smile. "Hey, Cat. You thirsty?"

Caitlin nodded gratefully and accepted the tepid cup of water. She drank greedily from the straw while peering over at Natasha. "When did she get in?"

"About an hour ago," Maria explained as she took the cup back. "Came right down to see you. I think she'd gone at least seventy-two hours without sleep. I figured I'd let her slumber on."

"Yeah. That'd be good," Caitlin whispered. "I'm sorry I worried everyone."

"Well, it comes with the job. But you do have a lot of people who care about you."

The diminutive brunette nodded, then glanced up into the other woman's bright blue eyes. "I heard Boss, um, Agent Marshall, mention an op overseas. Is that what I think it is?"

Maria smiled. "Yes, the Director has a region in mind to search now. It's a long-term op, at least until you locate the lab and call down a strike team to assist. Are you going to be up for it?"

Caitlin smirked. "Nothing will keep me away. I'll be fine, maybe not up to a hundred percent fighting form, but well enough for a search."

"Alright then," Maria sighed, glancing back over. "She looks so peaceful like that," she murmured.

"Yeah," Caitlin agreed softly. "I don't think she can relax that much around many people, right?"

"No, she can't. We should consider ourselves fortunate we fall into that category." The lanky Commander turned back around with a smile. "Want to hear a secret?"

Caitlin nodded eagerly, which made Maria chuckle softly. "I have never in my life been so head over heels for anyone, man or woman," she continued. "Scary as it is, I wouldn't want it any other way."

The woman reached over and pulled a strand of hair across Caitlin's face and tucked it behind her ear. "Well, Caitlin, you rest up. I've got to get back on duty. I'll stop by afterwards, though, alright?"

"Alright, Maria. Thanks."

The petite girl waited for the Commander to depart before she closed her eyes and rested her head against her pillow. "You can stop faking now," she murmured.

"Damn cat-ears," Natasha grumbled softly.

"You just wanted to hear what she'd say about you when she thought you weren't listening, didn't you?"

"Mmhmm. And I won't mention your crush on Summer Glau if you don't mention this conversation."

"That's fighting dirty, Tasha."

"That it is, _kotenok koshka_. Get some sleep."

Caitlin smiled softly. "Thanks for coming, Tasha."

She could hear the answering smile in Natasha's voice. "Anytime, Cat."

* * *

 **A/N:** Caitlin should totally guilt-trip Stark about getting flattened like a pancake while trying to defeat a robot that was meant to attack him. Doubt it'd get him to stop calling her a junior scout, however.

So, as you might have noticed from the intro bits in this chapter, we seem to be drawing closer to the events of _Captain America: Winter Soldier_ and all that entails. Stay tuned…

Many thanks to my awesome Betas, **PandaAnimeLover** (yes I will try to use 'diminutive' less often, I like the word alright?) and **KellyConnely**. Hugs and virtual plushie pillows for my reviewers ( **TooLegit, crazehfreakbehungreh000, Dracowoman, Trench gun, Aiphira, theradvlad** \- typo corrected and wet noodle flagellations applied to my Betas, **chaosrin** \- I really try not to stray too far into AU territory, but all shall be revealed in due time, mwahahaha), holy crap there were a lot of reviewers this time! Also much love to my favoriters and all those who have followed me. Cheers, and till next time!


	15. Chapter 15

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Sokovia.

Rapid Response Team Twelve had been in the country for a week now. They had a safe house to operate out of and an area to search, but so far had no luck in tracking down the rumored laboratory.

The rest of the team were under the impression that it was just a rogue scientist or some such, but Caitlin knew their identity. She was intimately familiar with the people who were running this lab, the same ones who created her and all of the other models like her. The same people who her sister Andrea had escaped from, and then ordered her execution. The same people responsible for her sister's death.

Hydra.

She knew that not everyone at S.H.I.E.L.D., not even Natasha, fully believed that the World War Two-era organization was still alive, but Caitlin knew it in her heart. She had her residents' memories of overheard conversations when they were alive. She didn't need further proof. She just need to track them down and kill every last one of them.

The diminutive agent still wasn't fully healed from her previously sustained injuries, but she was getting better each day. Even though she spent the daytime trekking through woods and backwater towns, she was rapidly gaining her strength back.

In order to cover more territory each of the four team members would travel individually through the mountainous countryside. They were dressed in civilian clothing so as not to stand out, which meant jeans and a tee shirt for the brunette girl. She wasn't terribly comfortable in jeans, preferring a sundress if not wearing her jumpsuit, but she was starting to get used to it.

As was their usual routine now, the four agents sat around the small dining table downstairs in their safe house after yet another long day of hiking.

"My leg muscles are gonna be like Olympic-quality by the time we're done here," Jinx complained. She took her shoes off and rubbed a foot wearily.

"Really Jinx, do you need to do that at the table?" Dale grumped, playing with his spoon and the beef broth he'd made them.

"They're sore," she whined back.

Boss sighed good-naturedly. "Did anyone get any solid leads today?"

"No, I had a local point me towards a suspicious warehouse but it was abandoned," Dale reported.

"Nope," Jinx replied as she switched over to her other foot to rub.

Caitlin sighed morosely. "None for me, either."

"You okay, Cat?" Boss inquired perceptively.

"I'm just frustrated, Boss. Every time we've followed up on a lead, it's been a dead end." She shook her head irritably. "It's almost like something is working against us."

"Well, don't start getting paranoid yet," Boss smiled patiently. "You haven't been an Agent long enough to get jaded." His head perked up and he put his hand up to his ear where his comm unit rested. "Hang on, I'll be right back. We just got a priority transmission."

"Maybe it's notice that we're getting big fat bonuses this year," Jinx joked.

"Nah," Dale replied. "Boss is getting promoted. Cat will be our leader now."

"Wait, what?" Caitlin squeaked. "Why me?"

"'Cause you're Wondergirl!" Jinx laughed.

The petite brunette gave her a mock glower and shook her spoon at her pink-haired friend. "You do not want me to start a food fight with you that you shall surely lose."

"Oh, really?" Jinx grinned, inching her hand towards her own spoon. "Are you sure about that?"

Dale began scooting away from the table. "Now, ladies…"

Fortunately Boss came back down the stairs to intervene, though from his face they could all tell what news he had wasn't good. The mood of the other three immediately sobered. "What is it, Boss?" Jinx asked quietly.

The grey-haired experienced agent sat back down with a sigh. "We just got notification that, earlier today, Director Fury was assassinated."

The other three stared at him in shock.

"Unfortunately, that's not all," he continued softly. "Shortly after that, Captain Steve Rogers was declared a traitor due to his concealing relevant details to the assassination."

"Captain America is a traitor?" Caitlin asked breathlessly. "How can Captain America be a traitor? I don't understand…"

Boss shook his head soberly. "I don't either, Cat. Obviously we're not getting the whole story, but out here we're not going to. Let's just… We need to focus on the mission." He stood up again and looked around. "Get some sleep. We'll continue again early tomorrow."

The other three agents remained in their seats after he'd left.

"Fury is dead?" Dale asked tonelessly. "Jesus. He… That man _was_ S.H.I.E.L.D. What do we do now?"

"We carry on, I suppose," Jinx whispered. "Like Boss said, continue the mission."

"Right," Caitlin nodded numbly. She stood up on shaky legs. "I'm going to head on up."

"Hey, you want company tonight?" her pink-haired friend asked gently.

She paused on the steps with her hand on the railing. "Yeah, thanks Jinx," she murmured before heading up.

She was in bed and on her side, facing the wall, when her door opened quietly maybe a half hour later, briefly letting in a sliver of light from the hallway. She felt a warm body slip in under the covers and wrap soft arms around her comfortingly. "You okay?" she heard her friend whisper over her shoulder.

"Yeah," she whispered back.

She felt Jinx settle down and start to doze off but her head was still abuzz with the news she'd received.

 _I actually think Captain America being declared a traitor worries me more. What about Clint and Natasha? They're often working with him._

 _/Clint said he'd be out of the country for a few months, that was a week ago./_

 _Right. So that just leaves Tasha to worry about._

 _*And you know she can handle herself.*_

 _Doesn't mean I'm going to stop worrying._

 _[You are right to worry. The snakes stir before emerging, and many deaths will follow.]_

 _Oh, well, THAT'S not ominous at all…_

 _/Look, dire warnings notwithstanding, there's nothing you can do from here. Boss and Jinx are right, we have to focus on the mission and find the bastards here./_

 _Right. Okay, focus on what I can focus on. I can do that. Thanks guys, really. I'm sorry I keep getting myself all spun up over things._

 _*It's what we're here for, girlie.*_

The next morning Caitlin once again headed out separately from the others. She'd thanked Boss profusely for the abundance of bacon that he'd made for breakfast. She kept a few pieces to eat along the way as she headed towards her new search grid.

It was difficult for her to cling to her worries and fears on such a beautiful day. The sun was shining but the air was still cool enough this high up in the mountains that it was extraordinarily pleasant. As usual when she did her hiking, she kept her eyes open for anything suspicious while maintaining a conversation with her residents.

 _So you're saying that most people, when they graduate college, end up working in a small little office with artificial walls, and they just stay there all day?_

 _/A lot of them, yeah. That's a desk job. It differs, though, I mean many go into other fields, work in labs or schools.../_

 _No, wait, back up. I'm still trying to wrap my head around this little cube thing. Why would they do that to themselves?_

 _/Um, money and stability?/_

 _So not worth it._

About midday she paused on the side of the trail she was currently walking along to call in to her team. "Cat checking in, all clear," she reported.

"Roger that, Cat. See you for dinner."

"Thanks Boss," she grinned. "Whose turn is it to cook?"

"Not yours, that's for sure."

"I warned you all," she declared indignantly. "I do not know how to cook. I will clean up without complaint, but you do not want me in charge of a meal."

Boss chuckled over the comm. "Yes, we gathered that now. Jinx is up for dinner, I think she's planning on some sort of noodles."

"No meat?" she whined back.

He let out an indulgent sigh. "I will ask her to include meat of some sort. Now go find us a lab."

"Yessir!" she replied cheerfully as she set back off again.

She finished her circuit without finding anything out of the ordinary and returned back to the safehouse just in time for dinner. The pink-haired chef was busy in the small kitchen browning some ground beef while small pasta noodles were boiling.

Caitlin snuck up behind her, grinning, and stood up on tiptoes to look over her shoulder. "Is that meat?" she asked eagerly.

Jinx made as if to swat her with her large wooden spoon. "Yes it is, now shoo. You know you're not allowed in here anymore while the stove is on."

"I did warn you all!" she reminded her. "You can't say I didn't give you all fair warning!"

"Well, we're just lucky this ramshackle house had an actual fire extinguisher," her friend smirked. "Now go, set the table or something. Dale and Boss should be back soon."

Eventually they were all gathered around the table again, enjoying Jinx's meal of noodles with a creamy meat sauce over it. Caitlin enjoyed it enough she went back for seconds.

That evening the four congregated in the upstairs study where the group's computers and maps were set out. Boss was working on one laptop, writing up a report, while Jinx was working on hers to set out the next day's search algorithm, popping her gum absentmindedly. Dale sat in a chair by the large map spread out across the desk and inspected it somberly.

Caitlin didn't really feel like being social and in any case the small room was feeling a little cramped with the others there. She excused herself and headed back to her room, closing the door behind her and leaving the lights off. She walked over to the dormer window and opened it up to crawl outside onto the roof.

The petite brunette lay back on the rough slanted surface with her knees in the air and gazed up at the shimmering stars. Without the light pollution that she was used to, the vast number of them up in the night sky were bright and clear, and never failed to fill her with a sense of wonder. The night was quiet save for the murmurings of her team a few windows over.

 _If it weren't for the fact that I'm here to find the assholes who killed Andrea, I could actually grow to like it here. It's a beautiful country._

 _/It is at that. I was born and raised in Detroit, hardly ever left it. This is a really nice change./_

She let out a sigh of contentment and closed her eyes. Over in the ops room, she heard Jinx speak up.

"Hey Boss, you've got a message incoming. Looks like it's from the Triskelion."

Boss grunted and must have gotten up from his terminal to peer over Jinx's shoulder. His next words were barely audible to the small brunette girl even with her enhanced hearing.

"Well, then. Project Insight has launched."

There was a rustle of cloth, and then the next noise made Caitlin bolt upright, her heart racing in her chest as she tried to comprehend what just occurred.

It was the unmistakable sound of a silenced weapon firing.

 _What… what the hell just happened?_

She held her breath, straining to make out any further noises, and then she heard a deep sigh tinged with regret.

"Find her and take care of it quietly," she heard Boss whisper almost inaudibly. "I have to report in. Hail Hydra."

 _No..._

As she crouched by the open window leading to her room, she felt a rush of ice water that coursed through her veins with those last two words. She was moving almost by instinct, readying herself, as her mind was filled with a roar of noise similar to how it was when she'd lost Chris and the others. This time, however, it was her own mind that was cracking under the pressure. She didn't want to think, not about Boss, not about who from her team was just killed, nor about who was coming to kill her.

As soon as Caitlin detected movement inside her room, she swung inside, lashing out with her feet. The sight of the pink-haired figure that sprawled backwards was enough to freeze her in place as the reality of it all crashed upon her.

"Why…?" the brunette whispered desperately.

"Aw, _chica_ , you gotta believe it's nothing personal," Jinx drawled as she regained her feet and carefully approached her. "I liked you, I really did. But that's just the way it goes in our line of work."

The other woman's hand flashed forward, driving a knife towards Caitlin's heart, but the diminutive brunette threw her arm up in front of her to block at the last second. It plunged into her forearm, scraping against the bone, but she hardly registered the physical pain. She twisted her arm to tear the knife out of Jinx's grasp and then lashed out again to send her stumbling out of the room. Dimly she realized that even now, with Jinx trying to kill her, she was holding back, pulling her attacks.

"Dammit, will you stop hitting me?" Jinx growled as she drew her sidearm.

As Caitlin stared at her friend, pulling the knife out and letting it fall to the floor, her mind finally kicked in again, though she wished she'd had at least a little while longer of the blissful silence.

" _Damn, girl, you_ are _good."  
_ " _Are you sure you don't want to stay over?"  
_ " _Wish I could be as brave as you."  
_ " _Not a lot of people get me."  
_ " _Cat gets me, right_ chica _?"  
_ " _You best not die on me!"  
_ " _Agent Brown, you are abso-fucking-lutely the craziest woman I have ever met. Coming from me, that should say something."  
_ " _Because I care about you, idiot! Okay?"_

" _...I'm starting to get you as well, bestie."_

Wet tears flowed down her cheeks and with a cry of inarticulate fury she surged forward to slam the heel of her hand into Jinx's sternum.

She could feel the bones of the pink-haired woman's ribcage shatter, hear when her heart was perforated by bone fragments and stopped beating. Jinx staggered back against the wall next to the staircase leading down, her eyes wide and unbelieving as her gun slipped out of nerveless fingers before she sagged to the ground without a sound, dead.

Caitlin stood over the body, her hands clenched at her sides, trembling and panting. She wiped her tears away with her sleeve and then turned towards the other end of the hallway, stalking forward on silent feet and her eyes glinting with a murderous rage.

Boss turned as soon as she entered the room, swinging his silenced weapon her way, but she batted it aside almost contemptuously. She grabbed him by the throat and pushed him back against the wall, snarling.

"Hydra," she growled. "You… you've been a fucking Hydra all along…"

Boss struggled feebly as he gripped her arm but managed to choke out a laugh. "Knew… it was… a mistake…" he wheezed. "Should have… left… behind…"

Caitlin could feel the rage coursing through her veins but she clamped down on it ruthlessly. She'd deal with her feelings later, right now she needed answers. She held her hand up to his face and allowed her fingers to elongate into wickedly sharp claws. Boss's eyes widened at the sight.

"Sonofa… bitch…" he gasped. "You're… one of… them…"

"Yeah, I am, Boss," she said levelly. "I was created in a lab by Hydra. Now you know why I was classified as Level Seven." She took one finger and pulled it along his arm, drawing blood where it tracked. "Now, you Hydra bastard, there really is a lab here, isn't there?"

The grey-haired man winced but closed his eyes and clamped his mouth shut.

"I'll take that as a yes," she growled as she placed her claws over his abdomen and slowly pressed inwards. "And you and Jinx, you've been keeping us away from it."

Again he simply grimaced in pain, though sweat was beading on his forehead.

She realized she wasn't going to get any more answers than she could already ascertain, so she leaned in to brush her lips against her former team leader's ear. "I trusted you," she whispered before plunging her hand in deep.

Boss's eyes shot open and widened again, this time in shock, as blood trickled from his lips. He died soundlessly as she lowered him to the floor, leaking blood and entrails from his ravaged middle.

She resisted the urge to lick her fingers off, shuddering as she shut down the animalistic instinct and instead transformed her hand back again to wipe it clean on his jacket hanging off of his chair. Only then did she turn to view Dale.

The lanky dark-skinned man was still in his chair but slumped backwards, a look of surprise on his face and a bloody hole right in the middle of his forehead.

"I'm sorry, Dale," she whispered and closed his lifeless eyes.

 _/There's nothing to be sorry for, you couldn't have prevented this, nothing could have. We… none of us had any idea./_

 _[I did. I did try to warn.]_

Caitlin's head snapped up and thoughts of mourning were banished by Kyle's revelation. _Snakes… Hydra… son of a bitch. Kyle, you knew, you knew all along…_

 _[Had ideas, portents… knew what was to happen but not the when, not the where, not the how… I did not know the pink one or the grey one were snakes. Thought they were… friends.]_

 _Okay. Well, then… Yeah._

 _[I am sorry.]_

 _Don't be, buddy. You did try to warn me in your own way._

Her feet began to involuntarily move her out into the hallway again, inexorably drawn back to the still form of her friend. Her eyes were blurred by tears as she knelt down next to Jinx's body, staring at it intently.

"Why did you do it?" she whispered. "Why? You… you were my friend."

Her fists clenched at her side and she began to tremble, hot tears splashing down onto her arms. "You were my friend!" she screamed. "Why? WHY?" She began to slam her fists into her own thighs until she could register Chris pleading with her.

 _/Cat, come on, we need to move, shake it off Cat.../_

"I trusted her," she sobbed. Ceasing her pounding she instead grabbed hold of Jinx's body and shook it. "I TRUSTED YOU! YOU WERE MY FRIEND GODDAMMIT! WHY?"

Caitlin eventually stopped shaking the corpse and instead clung to it desperately, hugging her friend to her body. "Why…" she moaned.

She had thought that the word heartbreak was just a figure of speech. She now knew exactly what it meant.

 _/I know, Cat, you trusted her and… She lied to you, sweetie, she was always part of Hydra. But you've got to get ahold of yourself and get moving. We don't know if more Hydra are on their way./_

 _Let them come,_ she thought sullenly as she burrowed her face into Jinx's shoulder, breathing in her scent. _I'll kill them all as well._

 _/We know for certain now there's a Hydra lab around here. They could have lots of reinforcements.../_

Suddenly Caitlin's head snapped up. _Wait. If the lab is really here, and run by Hydra, then we should have come across it. Unless it was an area Jinx or Boss covered._

She carefully let go of Jinx's corpse and jumped up to hurry over to where the laptops sat forgotten. Fortunately Jinx was still logged into hers and she pulled up the search grid that she'd seen them cover so many times.

 _Okay, I can do this, I remember seeing them use it, here's the history button… Take out the areas I covered, as well as the ones Dale did… Okay that gives us a cluster of them right around here…_

 _/Wait, look at that one middle grid. Both of them covered it multiple times./_

 _Then that's it._ She grinned triumphantly. _Gotcha, you fucking bastards._

She next pulled up the communication that Boss was reading. _Project Insight. Why was that important…?_

 _*Sounds like something that Hydra was working on, but this came from Triskelion, right?*_

 _Oh, God, you're right Eric, if this came from the S.H.I.E.L.D. headquarters… Who can I trust anymore? I can't… I can't just call up Control, can I?_

 _/There's nobody else you can contact, all S.H.I.E.L.D. communications are handled through them./_

Nodding to herself, she fumbled her comm unit into her ear. "Control, come in please," she said, and then waited anxiously.

There was no answer.

She repeated her call twice before giving up. _Okay, either they're down or taken over by Hydra or… I just don't know, there's too many things that could go wrong. I can't worry about that now._ She stood up and walked over to the weapons cabinet. _Like you guys said earlier, I have to focus on the mission._

 _/Are you going to take them all on yourself?/_

 _That's the plan. It's not like they're gonna be expecting me. I should be dead, right? And who else can help?_

She grabbed her gunbelt and quickly fastened it around her waist, next checking her sidearm and then holstering it. She shifted through the locker to grab every spare magazine for her gun that she could find, stuffing them into her jumpsuit pockets. Sparing another somber glance for Dale, and completely ignoring Boss's corpse, she walked back out to the hallway.

Caitlin stopped by Jinx's body and looked down at the crumpled, pink-haired figure one last time. _She was my friend,_ she thought sadly, perhaps a little bit uncomprehending still.

 _/Trust seems to be something little regarded among spies./_

"I'm not a spy," she declared firmly as she turned and headed down the stairs, the words from a demigod echoing in her ears. "I'm a warrior."

She headed out towards the map coordinates, the newly-risen moon lighting her way.

It took her about an hour's walk until she reached the map grid. Looming overhead was what appeared to be a castle. During the day it had seemed fairly deserted, from what she noticed from a distance, but at night she could tell it was lit up from within.

 _That's why we never searched at night. During the day we'd never suspect a thing._

She glided forward on soft feet, ears straining for evidence of patrols. She managed to slip past one party that she assumed to be Hydra soldiers as they were travelling a well-worn path that circled the castle grounds. Her keen eyes spotted what seemed to be another pathway winding its way up the outcropping that the castle rested upon, so she made her way towards it.

As she moved up the narrow path Caitlin looked down towards her left. Far below was a raging river, the moonlight reflecting off of the turbulent waters that seemed to reflect the boil of emotions lurking just beneath the surface of her skin. She kept to the right, her hand on the rocky wall, until she rounded a bend and spied two guards.

The petite brunette shrank back, observing them sharply. They didn't exactly seem lax, but nor were they as alert as they could have been. There was maybe thirty yards between her and the pair who were blocking her path.

She was going to have to be both swift and nimble.

Caitlin blew out a breath before taking off around the bend. She flew down the path at a breakneck speed, her boots hardly making a sound, until she was almost upon them. They noticed her then, both of their eyes widening comically and opening their mouths to raise an alarm.

The diminutive agent didn't give them the chance.

One swipe of her clawed hand tore the throat out of the guard closest to the wall, while for the other she landed a kick into his chest to send him tumbling over the edge of the parapet and down into the rocky shore of the river below.

Panting slightly from the adrenaline rush, Caitlin paused before moving forward again, her pace increased. It was only a matter of time now before she was discovered, and she wanted to be inside the castle before then.

Of course, her luck couldn't possibly hold up.

Rounding another corner, she was spotted from up above and an alarm sounded. She pulled her pistol out and shot the guard up on the wall, then the three soldiers who appeared from the path ahead. Surging forward, she kept firing her sidearm, dropping a soldier with each shot as they appeared.

She adroitly leaped over the corpses and raced onwards up the winding path. Dimly she knew that the medieval defense was meant to expose invaders to as much fire as possible, and served the same purpose against her right now. She briefly considered hopping up on the wall above her, but that would silhouette her against the moonlit sky and simply make her a target. At least she was fairly certain this path would lead her to her goal.

Another group of soldiers were waiting for her and opened fire as soon as she rounded the next corner. She ducked back and growled irritably. These delays were beginning to irk her, and that simply wouldn't do.

Sprinting forward, Caitlin kicked off of the wall across from her, shooting as she pirouetted in the air. Six shots fired, six dead guards. As she landed in a crouch, she ejected her spent magazine and inserted a new one, continuing on her trek.

She felt the tug on her arm before she heard the rifle report. _Damn, sniper up on top._ Caitlin rolled back again, examining her options. She could hear the shouts of more guards approaching from both above and below her on the path. There was no cover to be had for the next fifty yards or so.

With a resigned sigh, Caitlin holstered her gun and got herself into a sprinting stance, then bolted forward. She felt the shards of rock pelt her as the bullets hit the ground just behind her, but she pushed herself to move as fast as she possibly could to reach the next bend. Before she could find cover, though, she ran headlong into another group of Hydra guards.

Snarling, the small teenaged girl extended her claws and dove straight into the mass of bodies, slashing and stabbing and eviscerating as she went. The screams of the wounded echoed through the night as she left disemboweled and dismembered men behind her, not pausing in the slightest.

Finally she reached the summit. Ahead were a few gates and doorways, some of them open and others sealed shut. She was under cover from the sniper now in the small courtyard she found herself in with only a low wall behind her to separate from the sheer cliff leading to the river canyon.

She paused to consider her options, and it proved to be her undoing.

Caitlin had her gun out and took a step forward when there was a blur of motion and her sidearm was torn from her grip. She stumbled to the side, bewildered, only to see a familiar face across the courtyard.

The same scruffy-looking blonde man from Chris and Kyle's memories, from her original lab. The speedster.

"Well, shit," she murmured as she readied herself into a crouch. "This is gonna complicate things."

In the blink of an eye he was flying past her again and she whirled about, stunned from the fist that had been sent into her face as he passed. Twice more he repeated the attack, and she simply couldn't move fast enough to intercept him, even with her enhanced reflexes. He easily avoided any of her lunges or swipes with her claws.

She stumbled back again, almost falling over a barrel, but then smirked as an idea occurred to her. She looked over to see when he would begin his next attack run, and quickly kicked the barrel into his path. At the same time she whirled about and send a foot into the air right above it.

As the speedster leaped over the barrel, he could not halt his progress to avoid the kick, and ended up flying backwards and into the wall.

Caitlin chuckled and wiped the blood from the corner of her mouth with the back of her hand. "How about that," she remarked.

A few quick strides took her over to his side, where he was groggily trying to recover. She grabbed him by the front of his jersey and pulled him up, cocking her fist back.

"Any last words?" she asked with a smirk.

Too late, she felt a presence behind her as another female voice spoke up. "I might ask the same of you," she said in a heavily-accented voice.

Caitlin dropped the man and whirled around to see the other girl who had been in a cell adjoining the blonde's. Her eyes were glowing and her red hair was fanned out behind her from an ethereal wind. With a flick of her wrist the petite brunette was sent flying back into the wall. She pushed herself back to her feet but the other woman was upon her then, laying a hand on the side of her forehead.

And then Caitlin's universe exploded.

She could feel the pain of Kyle's transformative death. She felt Eric's death, pierced by bullets and left to bleed out on the floor. She felt the anguish of Chris over losing his family. She felt her heart break all over again as she stared into Jinx's eyes after having killed her.

She felt it all, everything at once and magnified threefold, and it overwhelmed her. She clutched the sides of her head and stretched her mouth open in a soundless scream.

The man staggered to his feet, looking at the small girl and frowning. "Wanda, what did you do to her?"

The redhead shrugged, but her face was laced with confusion. "All I did was to immobilize her, Pietro."

The blonde shook his head as he watched the brunette lurch to the side, shaking her head painfully. "It does not look to me-"

He broke off as the girl finally screamed. It was a high, keening wail of utter despair that made both of their skins crawl.

Caitlin was in agony. The feedback from her residents' pain was excruciating and it felt as if her head was on fire from within. She couldn't think, couldn't focus past the pain, all she could do was stagger about and try to escape the torment. But there was nowhere to run, no safe haven from the tortuous misery.

She stumbled backwards, still screaming and clutching at her head, until she felt the back of her legs hit something hard. And then she was falling, weightless, until there was only sweet blackness to envelop her and finally end the pain.

Pietro and Wanda Maximoff stood together and leaned over the edge of the parapet, peering down into the inky depths of the river canyon below. "Well," the blonde man commented casually, "we ended the threat. Big bosses will be pleased, yes?"

* * *

 **A/N:** Could this be the end of Caitlin? No, of course not, I'm not done with her yet. But this does end with the _Winter Soldier_ finally and coincide with the fall of S.H.I.E.L.D. Now, I've been unable to determine the length of time between that movie and the _Age of Ultron_ , so we're guesstimating six to seven months or so since the Avengers are busy busting up Hydra. And yes, the next chapter picks up at the beginning of that next movie, though perhaps not with who you might expect...

So yeah, apologies for the feels. I did actually plan this from the very start with Jinx. I know, I'm evil like that.

I thank you all for reading, even if you might want to stone me at the moment. Props to my awesomesauce Betas, **PandaAnimeLover** and **KellyConnely**. Much love and mad credit to my favoriters, followers, and reviewers.

 **theradvlad:** Well if the last chapter gave you a headache, I'm not sure how you might feel about me after this one! (Did you do the Samuel L Jackson voice along with Jinx?) I'm flattered that you think this someday might just eclipse my opus of _Nothing In The 'Verse_ , I shall strive to not disappoint!

 **Trench gun:** Yay, happy dance, I feel very honored to be your fav Avengers fanfic! Hope you continue to enjoy the ride!

 **Dracowoman:** I absolutely adore the fact that your ratings go up with each chapter reviewed. Unfortunately I don't think you have much room left at 4.99/5, and I'd hate for my rating to drop any. Perhaps we could increase to a ten-point scale? Or even a percentage? I mean, if you want to head out into the thousandths of a decimal point, more power to you, I'm just sayin'... (But I'll still update as soon as possible, just for you, 'cause you still have the most awesomenest user name evar!)

Till next time!


	16. Chapter 16

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Avenger's Tower.

Natasha Romanov was almost at ease, a feeling wholly unnatural for her. She sat at the bar in her black and cream-colored low-cut dress and smiled over at her girlfriend. Maria was wearing her red dress under her favorite brown leather jacket that she'd bought at the same time as Natasha had bought hers. She'd been letting her dark brown hair grow out now that she was no longer a Commander of S.H.I.E.L.D. but instead working for Stark Enterprises and had let it down for the evening. Maria gave her wink back from where she sat next to Clint, laughing at some antic of Tony's. The entire room was filled with the noise of the party as it kicked off.

They might have actually done it, removed the greatest threat to world peace since the Chitauri invasion of New York City. Hydra had its final head cut off, and there was little chance, or so they hoped, that it could recover from this latest blow. And they had finally retrieved that damnable sceptre of Loki's.

She and the Avengers, plus numerous friends and associates, were gathered inside Tony Stark's penthouse living room in Avenger's Tower. And they were, for a change, celebrating. She tried to cling to the feeling of accomplishment, but so many other things were nagging at the back of her head.

And speaking of which, Pepper walked over in her elegant business suit. "I need to get going soon, Natasha, work calls. Should have left already, actually, and if I don't soon Tony will catch me and make me stay. Do you have a moment?"

She knew what was coming and part of her dreaded it. She plastered a pleasant smile on her face and nodded, gesturing for them to step onto the balcony.

They stood side by side observing the New York skyline at night. Natasha waited for her to speak first, conceding her that honor.

"Have you heard anything?" the willowy strawberry blonde asked quietly as she ran her fingers along the balcony rail.

Natasha sighed. "No, nothing. All I've been able to discern so far was her team's last known location in Eastern Europe. I hadn't had any time to search while I was over there. But otherwise, for the last seven months or so? Not a thing."

Pepper nodded as if she were expecting that answer. "What can you do?" she said, more of a demand than a question.

The redheaded agent gave a small sigh. "Now that things have calmed down some I'm hoping to get some time off. Go back over and do some more digging in person. If the world can just stay, well, _saved_ for a little while…"

Her companion laughed lightly. "Good luck with that," she murmured. She turned to face Natasha then, the look in her emphatic eyes conveying the strength of her dismay.

"Please, Natasha, if you hear anything, any trace at all… And if there's anything at all I can do to help. You'll let me know?"

It was a plea from her heart, just between the two of them, and Natasha could not find it in herself to deny this passionate, strong-willed woman who somehow managed to not only put up with Stark but curb his more self-destructive instincts. A feat worthy of sainthood in itself.

"Alright, Pepper," she replied solemnly. "I'll let you know."

Avenger's Training Facility. Upstate New York.

Natasha was not normally a worrier. It simply wasn't in her nature to worry about things she had no power over. That much, at least, had stuck from the lessons drummed into her by the Red Room.

And yet here she was, sitting alone at a table in the cafeteria, unenthusiastically toying with her food and worrying.

She hadn't heard from Barton in almost week since he had left for his family once more after they had finally defeated Ultron. Part of her itched to return to there again to fool herself one more time with the seeming normalcy, but she really wasn't in the mood for that much self-flagellation. Besides which, Clint needed time alone with them. He had his own guilt to sort through after Pietro died, and this was his way of doing so.

Thoughts of Barton's homestead made her mind drift to a conversation held there with a certain Doctor that could turn into, what did Stark call it? Oh, right, 'an enormous green rage monster'. Bruce had disappeared a week ago in the aftermath of the disaster in Sokovia. How long would he stay away? Should she try to search for him, instead of waiting for a postcard as Fury insinuated?

And what possessed her to mess things up so badly with Maria by allowing herself to fall for the man?

She shook her head grimly. Feelings. She'd opened herself up to them, let herself become vulnerable, by growing so close to Maria, and that in turn led her to entertaining the idiotic fantasy that Bruce might feel something for her as well. She couldn't just be content with what she had, no of course not, like a true Russian she had to overextend herself and then lose everything.

Thoughts of Sokovia inevitably brought her mind back around to the other person she couldn't stop worrying about. Caitlin Brown had up and disappeared with her team in that country almost eight months ago, right when the whole mess with Hydra and S.H.I.E.L.D. and the rest of it emerged. She had no idea what happened to her, but after lying on a couch in a recovery ward and watching the teenaged girl, fully healed and sleeping peacefully in a hospital bed after having been so battered and broken just hours earlier, it made her tend to discount any theory that she might be dead. The small brunette was far too resilient for that.

In the aftermath of S.H.I.E.L.D.'s collapse, however, she'd had so very little time to look for her. Dismantling Hydra had taken all of her effort and attention. She was nothing if not mission-focused. And after destroying Strucker's facility in Sokovia, she had hoped that she could take some while to try and ascertain her friend's fate.

She'd not had any time at all in the aftermath of retrieving the sceptre. Clint's wound required attention at a specialized facility and she had to pilot him there. But the second time they were in the country, what little opportunity she could find in between disaster relief efforts were dedicated to searching for the small brunette girl. The S.H.I.E.L.D. safehouse where they were supposed to have been based at was burnt to the ground, according to locals, but the location had been demolished by debris from the falling remains of the city. She held to the supposition that Caitlin's team had been in-country to search for the very base that the Avengers had assaulted earlier, yet she could find no evidence of her ever actually finding it on her extensive search of Strucker's castle.

Caitlin had just… vanished.

Natasha fingered the ruby spider pendant that had been a gift to her from the diminutive girl. She'd taken to wearing it often now, almost always when off-duty. It seemed to be the only evidence of the teenager's existence. Her quarters at the Triskelion had been demolished by one of the helicarriers that she, Sam, and Steve had eventually brought down. The redheaded agent was waiting still to hear from the renovation crew on whether or not anything could be salvaged from there. It was slow going and contracted out to boot, so she didn't expect word anytime soon.

Could Caitlin be truly dead? If not, where could she be after all this time?

Almost as if summoned by her thoughts, she absently picked up on a conversation by a pair of techies at the next table over.

"...I'm telling you, man, the Ghost Panther is real!"

"Come off it," his companion scoffed. "And you believe in Bigfoot as well, right?"

"I'm serious! They just posted the pics up today, new ones, they've got tracks and everything!"

Natasha whirled around in her seat, her food forgotten. "What is this about a panther?" she asked sharply.

The two techies were somewhat taken aback to be addressed by the Black Widow, one of the two ranking members of the Avengers. Normally she kept to herself when not training the other new recruits, with only Captain America keeping her company on occasion.

The woman in question quirked her eyebrow impatiently and the first man stumbled over himself to explain.

"Well, it's like this, ma'am. It's called the Ghost Panther, 'cause nobody's ever really seen it for sure, or at least nobody's gotten a solid pic of it. But the rumors started about a half year ago or so, up in the Tatra Mountains of Slovakia. The stories went viral, about a panther stalking around."

"Which is ridiculous," the other man interjected, "because panthers don't exist at that climate."

"Then how do you explain the pics out there?" The first man turned back again to Natasha eagerly after his retort. "It's been trending like crazy on all the social media sites and it's gone global. Hashtag-TatraGhostPanther, you can check it out yourself!"

Natasha pierced the two with an intense gaze from her bright green eyes. "Show me," she demanded.

As the first techie whipped out his smartphone, Natasha internally perused her geographical knowledge of the area. Slovakia bordered Sokovia, with only the mountains in between. It was possible, and far too coincidental to be ignored.

The man finally found what he was searching for and turned his phone around. "Here you go, ma'am, this one's the best pic they could get. See, it's real!"

The redheaded agent stared at the blurry pic of a sleek-looking black four-legged form streaking past into the brush. And with that she knew, in her heart, exactly who she was looking at.

She stood up abruptly. "Thank you," she murmured, pulling out her own phone and rapidly punching in a contact to call. She started talking as she quickly walked out of the cafeteria, ignoring the curious stares from the pair of techies.

"Pepper, it's Natasha. Remember your offer to help? Right. Yes, I think so, I'm going to be on my way shortly. I'm going to need clearances for a quinjet to enter Slovakian airspace. Right, Slovakia, not Sokovia. I know, it's confusing. Yes. Thank you Pepper, I'll let you know as soon as I find out."

She hung up and tapped a speed dial as she strode down the corridor. "Clint. I found her. Pretty sure, yes. Can you…? Alright. Yes, leaving immediately, I'll pick you up soon."

By that point she'd reached the office of the man she shared command over the Avengers with. She rapped on the door and walked in. Steve Rogers looked up wearily from his desk.

"Natasha, remind me again why I have to do all of this paperwork?"

"Because you refuse to hire a secretary," Natasha replied brusquely. "Steve, I need time off and a quinjet."

Captain America, dressed in civilian clothes, blinked his eyes and sat back. "Of course, Tasha, you don't even need to ask for either. Can I ask why, though?"

"I think I've found Caitlin."

A relatively short while later she was settling the quinjet onto the field just inside Barton's property where he was waiting, fully geared. She touched down only for a moment before she was in the air again and streaking towards the ocean.

"I had Cap arrange with Rhodey to provide mid-air refueling from a NATO tanker," she commented as he strapped in beside her.

"That's useful," Clint replied nonchalantly, looking over the instrumentation. "So, what's made you so sure this is Cat?"

He sat back thoughtfully as Natasha related her find about the mysterious Ghost Panther. When she'd finished, he was nodding his head in agreement.

"Yeah, I think you're right, as usual. I've got one question for you, though."

Natasha glanced sideways at him, unsure of his tone. "Go ahead."

"I've known you for some time now, Nat. We've been through a lot, with S.H.I.E.L.D. and with the Avengers. You keep your feelings behind a wall, and I get that, believe me I do." Barton paused, searching for the right words. "You… Somehow you've let this girl in past your shields, enough that you'd drop everything to come to her rescue. Why does she matter so much to you?"

The redheaded agent blinked slowly, never taking her eyes off of the instruments. She wasn't as good a pilot as Barton, but she could do well enough, so long as she paid attention. The question, though, threw her for a loop, and made her start to ponder things that she'd begun to back in the cafeteria but that she'd rather leave alone.

"She came to Cap's and my rescue the one time," she finally stated firmly. "I owe her."

Clint looked at her skeptically. "That's it, you're doing all this, flying out to a country in Europe just on a hunch and an unconfirmed report, all because of a red entry in your ledger?"

"Yes. That's right."

The blonde archer just gave a derisive snort but dropped the subject.

It was a long flight to Slovakia, and a long time for Natasha to keep circling around subjects that she desperately wanted to keep locked away from her own perusal.

Tatra Mountains. Slovakia

They set the quinjet down just outside the beginning of the mountain range. As they exited, Natasha peered upwards at the towering vista. The Tatras were the highest peaks within the Carpathian Mountains which extended across most of the country. And the terrain looked most unforgiving.

" _Bozhe moi_ (Russian: Oh my God)," she murmured as the reality of the monumental task ahead of them became evident. "How are we going to find her?"

"Well, while you were doing your marathon piloting act, and refusing to let me take over," Clint smirked, tapping on his phone, "I compiled a map of the sightings from social media." He turned the phone around to show a cluster of red dots in an elongated oval. "These are within the last week. She's been moving northward. It's why I told you to set down here."

"Sometimes I underestimate you, Barton," Natasha grinned.

"Only sometimes?" Clint grinned back.

They set out at an easy pace. Perhaps it was the knowledge that she was maybe close to finally finding her long-lost friend, or the easy camaraderie of her longtime partner, but she was actually looking forward to the mountainous trek.

Until, that is, an hour into their search when they came across the bodies.

It looked to be a hunting party, decked out in the typical neon orange and camo garments. It was impossible, however, to tell how many bodies there were as the parts were spread across the trail.

"Jesus," Clint murmured, crouched down and peering at the ground intently. "Nat, look at this."

Natasha moved up next to him, tearing her eyes away from the carnage. She'd seen plenty of terrible things happen to people, she'd done many of them herself in fact. But the sheer brutality of the slayings had an edge of animalistic madness to it that she'd only witnessed a very few times.

And each of those times it was done by an extraordinarily dangerous and psychotic individual.

As she crouched next to her partner she looked to where he was pointing. It seemed to be a typical heavy shotgun slug used for bear hunting. Only it was flattened like a pancake, as if it had been fired into a thick steel plate.

"I'd say that's pretty good evidence it's her," she said through suddenly numb lips.

Clint glanced at her incredulously. "And that's all you can say about… all this?"

She stood up and put her hands on her hips, trying to view the scene dispassionately. "What do you want me to say, Clint? She's gone feral. Worse, she went into a murderous rage here. I only hope it was provoked, which I can assume it would have been. The idiots were probably looking for her. They could have been bear hunting, this area is home to several of them, but more likely they wanted the pelt of the Ghost Panther."

Clint nodded over towards one particularly mangled corpse, only the top half of which was in one place. "That one looks to have some electronics. Smart phone, tablet, digital SLR camera… all smashed to pieces, but that might support your theory."

"And look at the weapons," she noted, stepping around body parts with care until she stood over a pile of small cylindrical tubes. "It looks like she slashed them to bits."

"Yeah, I've got a rifle over here, looks all bent out of shape, I think there's teeth marks in the middle of it. Lots and lots of spent shell casings… Looks like quite the fight."

"But entirely one-sided," Natasha murmured. "We need to move. Eventually someone's going to get smart and bring along armor-piercing ammunition. We have got to find her before then."

They headed out without a backwards glance at the site of the massacre, moving through brush and in between paths. They came across several species of fauna but none of the large predators like the bears or wolves that inhabited the region.

"Maybe they know there's a new Alpha predator in the neighborhood," Clint responded when Natasha commented on that fact.

They travelled throughout the day until there wasn't enough light to see by. The most favorable campsite nearby was occupied by boisterous tourists who were obviously there for their five minutes of fame. Instead they decided to camp near enough that they would hear if the group were attacked, however unlikely.

They set up camp, pulling their compact sleeping bags and tent from their packs and got dinner started. Natasha only brought enough rations to last them for four days, but she had high hopes they'd be successful before then.

As they sat around the small campfire, wrapped in their sleeping bags and sipping coffee, Natasha looked over at her oldest friend. "Thanks, by the way."

Clint quirked an eyebrow. "As much as you try to deny it, you do care for her. But you're not the only one, Tasha."

Natasha nodded slightly without acknowledging his barb. "Still. I know you were trying to… recuperate with your family."

The blonde archer shrugged. "Well, what time I had was enough for now. Guilt is a luxury that people like you and I can't afford. It was enough to recharge my batteries, though. Finished remodeling the kitchen." He took another sip of his coffee and stared off into the night. "Laura says hi, by the way. She and the kids miss you already. And you haven't seen the baby yet in person, either."

She nodded again with just as little expression on her face but did not reply.

Barton sighed and stood up, splashing the remains of his coffee into the fire to douse it. "C'mon, Tasha. Get some sleep."

"I will, Clint. Give me a few minutes."

He stared at her with his penetrating eyes that always seemed to bore into a person's soul, but simply nodded and crawled into their tent without further comment.

Natasha threw her own drink into the smoldering fire and sat there for another half hour, staring at the dim embers and letting her mind wander aimlessly until she was tired enough to sleep. Then she entered the tent and lay snuggled next to Clint, facing the other direction, and tried to get comfortable. She noted absently that he hadn't even tried to sleep himself until she'd entered the tent, and she rolled her eyes irritably. He was like an overprotective big brother sometimes.

The next morning they broke camp early and got back onto the trail. The other campsite hadn't stirred yet, so they simply bypassed the tourists and followed the likely game tracks.

They didn't come across any more massacres, but did notice as the terrain became more and more forested that the fauna dropped off to only the smallest of mammals.

As they crossed through another small glen, the chattering of the birds suddenly cut off.

Clint had his bow out and an arrow nocked quicker than most people could draw a breath. Natasha looked at him askance, but he gave her an exasperated sigh. "Heavy stunner," he whispered, and she nodded in reply, her senses straining outward.

As much as she looked and listened, though, she couldn't detect a single noise. It was almost as if the entire forest had been swallowed whole.

"Nat," her partner breathed.

She slowly turned to where he was peering. Deep in the brush there were a pair of pale green eyes staring at them, low to the ground. The sight made her blood freeze in her veins.

And Natasha Romanov did not scare easily.

Well, okay, when narrowly escaping death by Hulk pancake in the bowels of a helicarrier, yes that was enough to freak anyone out. Clinging to the back of said Hulk as they flew through the air hundreds of feet up to land on a floating city, yes that was enough to cause most sane people to come close to blacking out in terror.

But still.

Finally she could hear a very faint growling, almost a low throaty rumble that if she paid attention seemed to come from the very ground. And then the eyes got closer as the panther emerged from the shadows, slowly stalking towards the pair.

Instead of the sleekly lethal animal she was expecting, the beast looked extremely thin and malnourished. It's fur was matted and mangy, which actually made it look even more dangerous.

As she peered into the panther's eyes, she realized that every time she'd seen Caitlin as an animal, be it cat or panther, she could tell the girl was inside there. The eyes would show the humanity right below the surface, but now they were just animalistic and feral.

Hungry.

"Nat, I'm not sure about this," Clint murmured warningly.

She shook her head warily. "I am."

 _I have to be._

She slowly crept towards the growling predator who stopped its approach as she began moving.

 _Okay, just like giving a lullaby to a giant green monster. This is a much smaller scale, I can do this. Easy. Just have to worry about getting eaten rather than flattened. No problem._

"It's me, Caitlin," she murmured as soothingly as she could, holding her hand upright as she did so many times for Bruce in the past. "We came for you, we found you, it's going to be okay, alright? We're here for you now, can you remember me? It's Natasha, and Clint is here as well…"

She continued to talk soothingly, suppressing her nervousness deep down as only she knew how. After almost a full minute the panther stopped growling and cocked its head to the side as if puzzled.

Natasha smiled almost triumphantly. "That's right, good girl, you recognize me, right?" She was almost within arm's reach now but halted, unwilling to crowd it further.

And then the panther gave itself a shake and seemed to dissolve into the form of a thin human girl.

Caitlin looked absolutely terrible. She was incredibly gaunt as if she'd not eaten in a very long time and had dark smudges under her eyes indicating an equally long time since she'd slept. She remained crouched and still looking at Natasha in puzzlement.

Natasha slowly reached out with her upraised hand. "Caitlin," she whispered.

The brunette blinked her eyes and they seemed to clear up somewhat. "Tasha?" she croaked. Her voice sounded rusty and unused.

"It's me, _kotenok koshka_."

"You're… you aren't just a dream, are you?"

She reached the rest of the way forward and brushed her hand against the bone-thin arm, which caused the girl to flinch slightly. "No, I'm not. I'm here, I'm real. Clint and I came for you."

She peered up behind Natasha's crouched form to examine Barton, who'd put his bow away quickly once she'd transformed. "Clint?" she asked wonderingly.

"Yeah, Cat, it's me. You ready to get out of here?"

The painfully thin girl leaned onto her knees and ran both her hands through her limp and lifeless hair. "How did… Where am I?"

"We're in the mountains," Natasha explained patiently.

"How did I get here?"

"I think you made your way here from Sokovia. Do you remember Sokovia?"

She screwed her face up in confusion, and then it cleared up to be replaced by an emotion she'd never seen on the girl's face before.

Utter despair.

"Yeah," she whispered. "I remember Sokovia."

She wouldn't say anymore, no matter what they prompted her for, as her face shut back down again, devoid of any emotion. Natasha got into her pack and withdrew a pale green sundress of the style she knew Caitlin liked, as well as a pair of leather sandals. She had to help dress her and then they set out for the quinjet. Fortunately since they'd been travelling in a search pattern it was less than a day's hike in a straight line.

Once on board Natasha let Clint take the controls and get them headed back overseas. She got Caitlin buckled into a jumpseat and knelt down in front of her, peering into her eyes. Those once lively pale green orbs were now dull and lacking the spark of humor that was always present. They looked defeated. Broken.

She stood back up and saw the girl close herself off, wrapping her arms around her middle and turning her head downwards so that her limp hair might conceal her face from the world.

With a heavy sigh she walked up front and sat next to Clint. He glanced at her, worry in his eyes, but she couldn't find it in herself to voice her equally worrying concerns. Instead she got onto the comms and began to let people know that Caitlin Brown was back from the dead.

After conversing with Steve and then Pepper she sat her headset down and took a deep breath. On the exhale she stood up and walked into the back again. She noticed that the girl hadn't changed position at all.

Natasha sat across from Caitlin and finally entertained a debate with herself as to why this girl mattered to her so much. Her mind wandered back to her conversation with Barton on the way over. Yes, fine, she could admit that she had some sort of friendship with the girl. But she, in turn, considered Natasha to be a like big sister to her. Did she really consider the girl to be family?

 _Love is for children._

She snorted softly to herself at the memory of her conversation with Loki. And yet since that time, she'd found love with Maria for a little while, didn't she? She might have lost that chance with the ill-conceived confession of her feelings for Bruce, but it had been there. It wasn't imagined, it was real, if for a few fleeting months.

And now there was this girl, this tiny slip of a teenaged-looking girl who looked up to her and admired her. Was that all it was, being a role model? She snorted again. That was the last thing she wanted to be. But family…? She'd had such a concept stripped away from her by the Red Room, both surgically and emotionally. Her freelance activities ensured that she'd never make such a connection again. Even after joining S.H.I.E.L.D. and the Avengers, she was still a killer. An assassin. Nobody would forget that.

But none of that had mattered to Caitlin, did it? The diminutive brunette called her a sister, called her family. Did she return the sentiment, really? Could she? So much bloodshed in her life, could she ever allow someone that close to her to be allowed to hurt her, or get hurt herself?

And yet this tiny girl was tough, tougher than anyone she'd come across save for perhaps Thor or Bruce when he let the Other Guy out to play. Even Steve Rogers would have been hard-pressed to survive the beating that giant killer robot had dished out. She'd seen the footage downloaded from Agent Marshall's body cam. Seeing Cat being so battered and beaten, practically to a literal bloody pulp, had made her heart seize up.

And there it was, right there. She cared. She really, really did care for this girl. The Black Widow wanted to protect her, not because of a red entry in her ledger.

But because she was family.

Now that she could finally admit as much to herself, she realized that she'd placed Barton in that category as well some time ago. It was more than friendship or being her partner. More than being able to unquestioningly rely on a person, like how he'd left his wife and children behind, again, at the drop of a hat because Natasha had asked him to.

The redheaded agent sighed to herself. Such introspection was unusual for her, but it made her realize that she had, perhaps unconsciously, made more deep and personal connections than she'd ever allowed herself to have or realize. She worried a little bit, in the back of her mind, if that was an indication of her becoming soft. Did this weaken her, caring for others? Or was she made stronger for the knowledge of her bonds?

After another few seconds of mulling this new problem, turning it over in her head, she realized that she'd been off her game ever since Caitlin had gone missing. She'd missed obvious cues during the takedown of the Hydra elements within S.H.I.E.L.D. and the aftermath, she'd allowed Maria to get away from her and simultaneously drove Bruce away as well. She let herself be far more affected by Wanda's mental attack than she should have. She'd entertained the idiotic fantasy that she could simply run away from everything, all of her responsibilities and problems.

She was the Black Widow. She should have been above all of such distractions.

And yet now that she'd been reunited with Caitlin, assured that she was indeed still alive? She felt calmer and more confident, relaxed. Relief was an unfamiliar feeling when it was associated with another's well-being. But she cared a great deal for this small brunette girl.

And she'd allowed her to mope long enough.

"Caitlin," she prompted gently.

The girl didn't respond or move a single muscle. She just kept staring straight ahead at the floor, unblinkingly so far as Natasha could see past her hair. So she tried another track.

" _Mladshaya sestra._ "

Those words, the Russian for 'little sister', got her to flinch. Slowly Caitlin raised her head to look at Natasha with those dull, lifeless eyes, but still didn't speak.

"I need to know, _kotenok koshka_. I need to know what happened to you. What happened to your team. Are the other three dead?"

Caitlin nodded her head fractionally while slowly blinking her eyes.

Natasha sighed to herself. This was going to be like pulling teeth, she could tell.

"How did they die?"

The girl licked her lips hesitatingly, and then looked back down at the floor again. "I killed them," she whispered brokenly.

Dimly Natasha noted that Barton's head had twitched to the side when she said that. She should have figured he'd be listening in on their conversation. He'd never made any qualms about how much he cared for this girl either, otherwise he'd likely still be home with his wife and kids.

"Why?" Natasha asked gently, keeping any hint of disapproval or recrimination out of her voice.

Caitlin didn't answer for perhaps half a minute, but then she took a deep breath and let it out again. "Boss and Jinx were Hydra. They killed Dale." She looked up again, and Natasha was surprised to see the first real flash of emotion since she'd boarded the quinjet. It was a deep and overwhelming look of pain, tinged with perhaps a bit of confusion. "I killed Jinx. She was my friend, and she tried to kill me. I still don't get it." She tilted her head down again. "I still don't understand why," she whispered almost inaudibly.

The redheaded agent shook her head wearily. She was wholly unqualified to deal with this aspect, the guilt that Caitlin was surely feeling as well as the betrayal. Well, she could understand the latter just fine. She was originally Russian and a spy, after all. Came with the territory. But for a young girl who was, for all intents and purposes, rather naive as to how easily friendship could be broken… Caitlin had often expressed how absolute she felt her friendships to be. She made such bonds easily and tightly, never expecting that they could be broken just as easily or how painful such a break could be.

But she was getting off track herself now. This still didn't explain what caused her to go off the reservation for well over half a year.

"Caitlin, what happened next?" she probed quietly.

The brunette girl looked back up then, her eyebrows furrowed slightly and confusion evident in her features. "I found the lab, the Hydra one we were looking for. Went to go take it out… Couldn't reach anyone, I was all alone… And then… Then…" She lifted one shoulder slightly and let it drop again. "I don't remember the rest."

Natasha sighed again and moved across the width of the plane and over next to her like she'd been itching to do the entire place ride so far. She tentatively put her hand on the girl's thin shoulder, causing her to flinch, almost cower back.

"It's alright, _kotenok koshka_ ," she murmured. "We found you. It's going to be alright."

"Tasha," the girl mumbled as she leaned in ever so slightly.

"Yes, Cat?" she replied, slowly moving her hand across her bony shoulder blades so that she might ease her into herself.

Caitlin relaxed somewhat and finally rested her head on Natasha's shoulder, exhaling as if she were letting her tension out. "I can't hear them anymore."

Natasha had started to gently rub her hand across the brunette girl's back, but froze at those words. If she meant her residents, the ones who served as both conscience and anchor for her sanity…

She racked her brain to remember the name of the main one. "You mean Chris?" she finally asked.

The brunette nodded. "Yeah. They're gone. I don't know how it happened. But I remember trying so hard to get them back… and I couldn't take the silence anymore, I just… I hated it, the feeling of being so lost and empty… It's why I just changed into a panther and didn't change back again."

Natasha hummed thoughtfully. "What about now?" she asked gently. "Are you… okay right now?"

She nodded again against the redhead's shoulder. "You're with me," she said softly. "Makes it a little better."

"Huh," she replied intelligently.

They sat like that for a few more minutes before Caitlin spoke up again. "How long?"

She was pretty sure the brunette girl wasn't asking about when they would reach their destination. "We lost contact with your team right when all the shit hit the fan with Hydra and the rest," Natasha quietly explained in her husky voice. "It's been about eight months."

"Oh," she murmured. "I wonder if everyone's forgotten about me."

"We didn't," Natasha reminded her.

"No. You didn't." The brunette sighed and a tremor ran through her skinny frame. "Thank you, Tasha."

"That's what family is for, _mladshaya sestra_ ," she whispered back.

They spent the rest of the trip like that, as Caitlin silently shed her tears of relief and pain for the time and innocence she'd lost.

Avenger's Training Facility. Upstate New York.

The quinjet settled down on the landing pad at the Avenger's facility late afternoon. Barton had decided to accompany them and see how things were going before returning home to finish out his leave. Natasha knew the real reason for his decision as they disembarked, the concern was evident in his eyes as he watched Caitlin walk in between them, her head still bowed.

Steve Rogers was waiting for them at the edge of the landing pad, a broad smile on his face. "Miss Brown, glad to see you among the living!" he greeted her.

Caitlin shied back from him, partially concealing herself behind Natasha. "Thank you, Captain," she replied quietly, her eyes downcast.

The broad-shouldered man looked up at Natasha inquisitively, but she just shook her head as if to say, 'Not now'. Clint gave the petite girl a gentle nudge with his shoulder.

"C'mon, Cat, I'll show you to the rooms. Do you have one set aside for her yet, Cap?"

"Yes, um, three doors down from yours," Steve replied, nonplussed.

Barton gently placed his hand on Caitlin's back and steered her towards the building. The girl glanced back at Natasha, who nodded at her. "Go on, _kotenok koshka_. I'll join you in just a few."

The girl looked so frail as she nodded back slightly and then shuffled forward through the doors, Clint sticking right by her side.

"She seems… skittish," Steve remarked.

"Yes, she's been more traumatised than I expected," Natasha sighed. "We need to get her help. Somebody like Dr. Jean Grey, she had helped her before, right?"

"Not sure how to get in touch with her, but I'll try. It's just…" Rogers paused as he considered his next words. "I'm shocked at the change in her. It's like the life has gone out of her."

Natasha nodded grimly. "I'll explain later. We just need to be careful with her."

"I understand. I've seen that look before, you know."

The redheaded agent quirked her eyebrow. "You have?"

Steve let out a weary breath. "Shell-shocked soldiers during the war. I think they call it PTSD nowadays. She looks like she's stared into the face of hell and come back for the worse."

"Yeah," Natasha replied softly as they started walking towards the facility. "That might just sum it up."

She and Steve eventually stopped by Caitlin's room to bring her along to meet the other new Avengers. They found her sitting on the edge of her bed, staring blankly at the wall across from her. Natasha paused at the threshold, and instead of pulling her out she sat down next to her.

"What are you thinking about?" she asked quietly as Steve tried to remain inconspicuous outside.

"Trying to remember," Caitlin replied in a soft and emotionless voice.

"Still nothing?"

The smal girl gave a half shrug with one bony shoulder. "Bits and pieces. I remember the castle. Clint told me a little about… about fighting them." She looked up at her then. "Did you kill them all?"

Natasha ignored Steve's sharp intake of breath and nodded firmly. "As many as I could. We all did."

Caitlin looked back down. "Good," she whispered. "I'm glad you could… finish… what I tried to do."

Steve cleared his throat from the doorway. Both women glanced over to see that Barton had joined him. "Caitlin, I'd like you to come and meet with the new batch of Avengers," Rogers said.

The small brunette blinked her eyes slowly at him. "Why?"

"Well… because my offer still stands," he explained gently. "I think you could fit in with us here. You have what it takes."

Caitlin slowly shook her head. "I'm no hero, Captain Rogers," she replied. "And besides that, I'm… I'm kinda broken, now. I'm no good to anybody like this."

"We can get you help," Natasha murmured. "You don't have to stay like this."

The petite girl looked down at the floor, her hair hanging over her face again. "Do you think I want to be like this?" she whispered despairingly.

"Well, I think perhaps getting out might help some," Steve said halfheartedly. "Integrate with people again."

Natasha and Clint shared a skeptical glance, but Caitlin nodded her head. "Okay," she said, much to everyone's surprise. She got to her feet and looked back. "Tasha, will you stay with me?"

"I'm not going anywhere, _mladshaya sestra_ ," she murmured as she rose from the bed as well.

As they walked out together, Caitlin's hand found its way into Natasha's and she clung to her tightly. They passed the two men, but the teenaged girl pulled them to a halt and reached for Barton with her other hand. "You, too, Clint? Please?"

"Of course, Cat," the muscular blonde man replied as he accepted her hand. The three of them walked towards the training room, hand in hand, while Steve trailed behind them thoughtfully.

Once they arrived in the room Caitlin dropped their hands to wrap her arms protectively around her middle but still clung to Natasha's side. She kept her head downcast, flinching at the sounds that the other members made while they were going through their exercises.

"Everyone, come on over here for a moment, please," Steve called out. "I'd like you to meet Caitlin Brown."

As the other members approached, Caitlin moved back slightly so that she was partially concealed by Natasha's body. She could feel the girl trembling behind her, but before she could mention that perhaps this wasn't the best idea, some of the others began to speak.

"I remember you talking about Caitlin before, Steve. It's a pleasure to meet finally meet you, Miss Brown. I'm Sam."

Caitlin glanced up at the friendly face and attempted a small smile, nodding slightly, though her eyes widened slightly at the red-skinned Vision standing next to him. But then she looked over the others and stopped, eyes even wider, on the only other female member of the team, who was returning her intense gaze somewhat confusedly.

"Do I know you…?" Wanda began in her thick Sokovian accent.

In the space of perhaps a heartbeat, Natasha felt one of her sidearms leave her holster as Caitlin stepped back and away from her. Her face was now contorted in a mixture of confusion and rage, but she held the gun unerringly towards Wanda's forehead.

"Whoa, now!" Rhodey called out as he stepped back, hands upraised.

The other Avengers began to react, but Steve immediately intervened. "Everybody, back off, now!" he barked out. He tried to move in Caitlin's way but she circled him, keeping Wanda in her sight. The other woman now had a look of horror on her face, which made Natasha intensely curious.

Caitlin was beginning to shake with the effort of keeping herself together. Tears were streaming down her face and her lips were peeled back in a snarl.

"Cat, give me the gun back," Natasha murmured. She was within reach and could have disarmed her were she a normal girl, but she didn't know what would happen if she tried that with the diminutive brunette. "Please, Cat, give me the gun."

Finally Caitlin managed to choke out in a whisper, "It was her."

All eyes focused on Wanda who looked to be on the verge of tears herself. "I remember you now," the woman murmured. "At the castle, so long ago…"

"You took them away from me," Caitlin continued, her voice growing stronger as a shudder ran through her body. "You… you hurt me, and you took them away… over half of a year I've been in pain, it was you…"

Wanda nodded sadly. "I did hurt you, I'm sorry, but I don't know who-"

"You put them back!" Caitlin suddenly screamed out, causing most of the assembled Avengers to jump slightly. "Give them back to me!"

"But I don't know what I did," Wanda protested. "I don't know why you reacted that way…" She looked over at the others. "When… when Pietro… and I were still at the lab, this little one, she attacked, and we stopped her, I just… I only meant to freeze her in place, that's all…"

By this point Caitlin was sobbing desperately. "N- no, I don't believe you, you can fix me…" She clenched the gun in her hand with new determination. "You fix me or- or- or I'll kill you, right now!"

Natasha took a deep breath and walked around the small brunette. She stood in front of the gun and looked down into the girl's tear-filled eyes. "No, she can't, _mladshaya sestra_. We'll find you other help, alright? You have to give me the gun now."

She slowly moved her hand forward until it rested on top of the slide.

"Please, _kotenok koshka_ , give me the gun."

Caitlin finally released her trembling hold on the firearm and turned wordlessly to walk back out the way they had come.

The redheaded woman heard the relieved exhales from several of the people behind her as Barton stepped up to her side. "Tasha…" he murmured.

"I'll go to her," she said firmly. "Everyone else, stay here." She glared over her shoulder at Wanda. "Especially you. And I'm going to want the full story when I get back."

Natasha holstered her sidearm and followed Caitlin's path, shaking her head at herself. Of course the Sovokian girl would have been at Strucker's lab, and would have been a likely source of information. Why did that never occur to her? Yet another indicator of how off of her game she'd been lately. Out in the hallway she spied an exterior door ajar and she used it to exit outside. The redhead immediately spied the small teenaged girl sitting out on the grass, staring off into the distance with her arms wrapped around her knees that were pulled up to her thin chest.

She carefully walked over and settled onto the ground, close enough to touch. But at that point her resolve failed her as she couldn't figure out what exactly to say.

"I don't know how to kill myself," Caitlin whispered, breaking into her thoughts.

The older woman whipped her head around to stare at her incredulously. "What?" she asked.

"I suppose, perhaps, if I were a kitty cat I could run out in front of a car or something," the girl continued as if she'd not heard her. "I'm just too damn resilient in any other form. And besides that, I think I've tried before. Over the last… seven or eight months. At some point, I'm pretty sure I tried. But I couldn't. It's like…" She sighed morosely. "Something kept me from doing it, even thinking about it seriously. Maybe it's my… programming, or whatever."

"Why would you…?" Natasha began hesitantly, but the small brunette cut her off.

"I can't go on like this, Tasha. Especially now, now that I remember… everything… God, I can't get the memory of that pain out of my head, what she… what she did to me…" She drew in a shuddering breath. "I need help. I can't get it here, not with… her… here. If she can't help me then I need to get away from her."

"I'll take you wherever you need to go," Natasha said quietly.

Caitlin smiled but shook her head, looking up at her. The pale green eyes were finally beginning to show some semblance of life again. "No, Tasha. I owe you so much, for not forgetting me, for coming for me… You saved my life. But I have to do this on my own."

Natasha nodded in understanding. "Will you go find Dr Grey?"

"That's the plan," she replied with the ghost of a smirk. She leaned over then and grabbed the redhead around the neck and hugged her tightly. "I love you, Tasha."

Natasha felt her eyes sting with unshed tears. _I will not cry. I am the Black Widow, and I do NOT cry._

"I love you too, _mladshaya sestra_."

 _Dammit._

Interstate 87. Upstate New York.

Caitlin stood by the side of the road in her light green sundress and leather sandals. She had a small satchel slung over her shoulder, a gift from Natasha, as well as a bit of cash inside it collected from several of the Avengers. It was enough to maybe buy her a few more sets of cheap clothing, some food to start renourishing her, and perhaps bus fare towards southwest Connecticut. That was the best she could get as a location for Dr Grey from what Natasha and Steve had been able to figure out. Somewhere near there was a school that she taught at.

It was all she had to go on, but it would have to be enough for now.

With a heavy sigh she started walking again. She really did need food soon, the little that she ate at the Avenger's facility didn't even begin to alleviate the months of malnourishment that she'd suffered.

But for now she just reflected on what she knew.

First point being, her relationships. Connecting with Clint and Natasha again had done wonders to begin healing parts of her that she wasn't even sure how to go about fixing. The loss of trust and innocence. Only the two of them, her family, felt solid to her, felt real and tangible. Their obvious love and care for her warmed her insides, a feeling that had been sorely missed.

Thinking of their love, she felt another twinge of pain and loneliness from missing Lisa. She wasn't even sure how to contact her anymore, by now she'd be at college somewhere. Would she even want to hear from her again after so much time? Did she think she were alive anymore? And even if she could summon the courage to call her parent's house, despite her broken state of mind, what would she say? 'Hi, I'm your daughter's girlfriend that she likely thinks died already, but hey, still alive here, can I get in touch with her?'

Caitlin shook her head resolutely. No, that would have to wait until she could attain her objective. Dr Grey was all that mattered now, she could make her whole again. She knew she could. She had to.

As she walked down the highway, on the grassy strip next to the shoulder, the light began to fade to dark. She kept her head down and kept plodding along as cars whizzed by, the headlights barely touching her form. Not for the first time she wondered if she were doing the right thing, forging out alone. She'd never been alone for any length of time before eight months ago. She always had someone to talk to, always had company, a presence in her head.

Now she was haunted by the emptiness there. It only served to magnify the loss she'd experienced and the anxiety of being separated from her friends. That notion of friendship that she'd held so dear, so absolute, and was now as torn and bleeding as her heart felt.

She barely noticed the slow drip of tears that splashed the ground at her feet as her lonely mind once again wandered down the paths she sought so hard to deny herself.

" _Thanks Jinx. For… well, for everything, being there for me and being my friend."  
_ _Jinx laughed lightly before placing her head back on her pillow. "Ditto, Cat," she said_ _softly._

New York City.

One week after Caitlin had left on her journey, Natasha found herself standing outside a very familiar apartment door and wondering just what in the hell she was doing.

She closed her eyes and breathed deeply, focusing herself, before raising her hand to knock. It was more hesitant that it should have been which irked her right off the bat.

There was a shuffling sound from within and then a moment's silence. She knew that she was being viewed through the peephole. She'd always been on her case to install a more modern security system, something with cameras and locks and perhaps a nice laser trap or something. But no, she was always stubborn about-

The door opened and Natasha found herself looking into a familiar pair of bright blue eyes. Maria looked back incredulously.

"What are you doing here?" the lanky brunette asked warily.

For a moment Natasha couldn't answer her. Why indeed? Her eyes traveled down to the floor and on the way noted her former girlfriend's clothes. She was in her comfort attire of baggy sweats and a ratty Army tee shirt, leaving her feet bare. Her toes were still painted red from the party at Avenger's tower, though they were chipped slightly. Natasha remembered painting them for her.

She took another breath and let it out in a shaky sigh, then slowly raised her eyes again. By the time they were level with Maria's, she took one more breath.

On the exhale, she dropped all of her shields, all of her walls, and let Maria see inside herself, the emotional turmoil that was raging inside her.

Maria's eyes widened and she gasped slightly, but she still waited for her to answer.

"I don't have any right, any at all, to expect anything from you," Natasha began slowly and quietly. "But, at the very least, I have to apologize to you."

The brunette nodded slightly and then stood back. "Come on in," she whispered before turning and heading into the kitchenette area.

Natasha walked in and closed the door behind her, shaking off her leather jacket and hanging it up next its mate on the coat tree. She followed Maria and sat across from her at the little two-person table in front of the bay windows.

The redhead cleared her throat. "First thing, though, I need to let you know. We found Caitlin."

Maria sucked in a quick breath. "And?" she asked, knowing that wasn't the end of it by any means.

Natasha nodded. "She's… very, very broken. Lost her mind, near enough, and spent the last eight months as a feral panther."

"Jesus," the other woman breathed. "Where is she now?"

"She couldn't stay with us, she needed help." Natasha looked down at her hands folded in her lap. "She left a week ago to find Dr Grey."

"By herself?"

"Yeah. I didn't want… She said she had to." Natasha looked up with tears brimming in her eyes, which made Maria drop her jaw. "Maria, I… Finding Caitlin made me realize… I didn't think I could ever form real attachments. I thought that was driven out of me. But I did, and I have…" She looked back down at her hands. "She's my sister now, and I love her. Even Barton, as much of an ass as he can be, is more than a friend or a partner. He feels like family too. I didn't… I've never thought I could…" She trailed off, unsure where she was going with this, and looked back up at the tall brunette woman. Her carefully rehearsed lines all flew out of her head and she felt adrift and rudderless.

Maria leaned forward with her chin resting in her cupped hand. "I never expected much from our relationship," she mused out loud, her eyes never leaving Natasha's. "I knew your nature. I've been in relationships before, and I know you had as well, we made no secret about that. However…" She drummed the fingers of her other hand against the table. "Of all the men and women I've been with, in college or the Army or in S.H.I.E.L.D., I've never felt anything like I felt with you. And I think that's what finally broke my heart. I let myself care too much."

Natasha nodded, feeling a tear finally escape and roll unhindered down her cheek. "I'm sorry," she whispered brokenly. "I am so, so sorry for what I did to you."

The brunette leaned back in her chair again and crossed her arms. "What do you want, Natasha?" she asked curiously and without even a hint of anger.

"What do I want…?" The redhead gave a small laugh, almost a sob. "I want someone to grow old with, to finally be myself with. I want… I want to embrace someone with all my heart and soul and never let go. But most of all?" She looked down at the floor then, unable to meet those bright blue eyes anymore. "I want that someone to be you. I never stopped loving you, _milaya_. I know… I can't expect anything from you. But I had to let you know."

She heard Maria sigh as she rose to her feet. Natasha flinched slightly as she felt her move away. "I've never stopped loving you either, Tasha. Here's the thing, though…"

Natasha closed her eyes and sighed regretfully. _And this is where she says it can never work again..._

She was startled by something soft hitting her face. Her eyes blinked open to see the old Army tee shirt now lying in her lap. "Once I'm properly seduced, I stay seduced," Maria's voice came from the bedroom.

The redhead gave a startled grin as she recalled their conversation, back when Natasha had first asked Maria out.

" _Are you trying to seduce me, Agent Romanov?"  
_ " _Maybe I am, Agent Hill. Are you easily seduced?"  
_ " _Not at all. If you do actually manage to seduce me properly, though, it's likely I'll stay nice and seduced."  
_ " _Well then, I'll have to be very, very persuasive…"_

Natasha slipped her boots off and padded over to the room they had shared, grinning anticipatorily when she reached the threshold. Maria was already under the covers and was crooking a finger at her.

She didn't need any further encouragement.

* * *

 **A/N:** Phew. Yeah, that was a whole lotta feels. I've been wanting to do more in Natasha's point of view, hope I did her some semblance of justice, even if it was more introspective than anything. Yes she still kicks more ass than any other former S.H.I.E.L.D. agent does before breakfast. But she's learning how to feel. And that's scary, even for a person of her caliber. And yes, I had to get really, really creative to keep my OTP of Natasha and Maria together. I think Tony and Bruce make a better couple anyways.

Fear not, this was just a teaser for the New Avengers. We'll get back to them soon enough. First, though, our heroine needs to strike out on her own and seek the healing she needs.

Thanks for sticking with me so far! Much love to my Betas, **PandaAnimeLover** and **KellyConnely**. Hugs and tokens of shininess to my favoriters, followers, and reviewers.

 **Aiphira:** Yeah, I think she was in a little too much pain at the time as part of her mind seared away, and then plunged to her assumed doom before anything else could happen. Next chapter will actually go a little more into what happened to her. But wow, pure perfection is a tough standard to maintain! Thanks!

 **theradvlad:** Thanks, now you have _Uptown Funk_ stuck in my head, lol. "Too hot, hot damn, call the police and the fireman…"

 **Lizarddemon94:** If it makes you feel any better, I was rather upset with myself for writing it and enjoying it so much. Many thanks for the compliments, and good catch on the safehouse description. Sometimes I miss the little things, I tried to convey it was a two-story within the chapter as there was a staircase but I should have been better about describing it as a countryside abode. Though I do mention it was burnt to the ground in this chapter, so looks like it was all wooden!

 **Trench gun:** Thanks again! Hope you continue to enjoy the story!

 **chaosrin:** Well she's certainly been traumatized by Jinx's betrayal. Yet another thing she has to work through. As you can tell here, though, I'm not going to have her follow inside the movies themselves, just the general timeline. And there will be much more to follow, some more OC as well as other Marvel CU figures to bring in. There's (hopefully) a bit of filler space between _Age of Ultron_ and _Captain America: Civil War_. I intend to make good use of it. I'm going to assume at least six months, hopefully I won't be treading on any canon. It would have been fun to see her go the Punisher route though, wouldn't it?

 **Dracowoman:** Yay we're at percentages, lol! And would you believe that Dongyrn was the name of my very first D&D character waaayyy back when it first came out (yes I'm dating myself, granted I was a prepubescent child but still). It was a unique name, never used, so I kept it as my online alias and handle back when, ahem, the internet first came about in common usage as well. God I feel old. And yes, I'm a huge geek. (Dongyrn was a Dwarf, by the way. He was a fierce warrior until squashed underfoot by some huge beast that I cannot recall.) Oh and I did enjoy WOW but dropped out after WotLK and subsequently regained my life. Horde all the way, though.

Stay shiny!


	17. Chapter 17

**A/N:** Warning for extra-long chapter. It kinda got away from me again…

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Westchester County, New York.

The small figure wearing a pale green sundress crouched low to the ground just outside the high, ornate fence surrounding what looked to be a large mansion. Five weeks. It had taken her that long to make her way, partially on foot but sometimes by bus, through the state of Connecticut to this little area just to the northeast of New York City where Dr Jean Grey was purported to be. Five weeks of searching and investigating and begging for any sign at all of the elusive woman. The only person who could fix her.

Caitlin Brown was willing to kill anyone who got in her way to finding Dr Grey.

She shook her head irritably at the stray thought. _No, no I'm not, I don't need to kill. Jean Grey will be here. She has to be. I've come so far…_ Such thoughts bad become worryingly common in the loosely-woven and frayed architecture of her mind these last nine months

Giving herself another rather feline-like full-body shake and adjusting the small satchel containing her sandals and few other possessions around her thin shoulders, the diminutive brunette stalked forward on her bare feet like the panther that she could transform into. Not that she'd recently been any form other than this one, a small and unassuming teenaged girl. She'd managed to put enough weight back on that she didn't look obviously malnourished, but she knew she was still far skinnier than she'd been before… Sokovia.

The word made her halt again, trembling to maintain control.

 _I cannot go there right now, I have to stay focused on the here and now, not what… what was done to me. I can't think of that. Focus, dammit!_

She took several calming breaths, zeroing in on the plaque on the brick column nearby that indicated this was a school for gifted children. _Gifted… wonder if it's another mutant halfway house like the one Molly ended up at back in Los Angeles..._

She jumped slightly at a noise nearby, almost changing into a panther just out of sheer reflex. She clamped down on that instinct immediately. She hadn't transformed at all since she'd returned back to the country for fear of becoming lost again. Her mental state was entirely too fragile to risk it.

Not hearing any further sounds, Caitlin edged her way forward and then took a running leap over the fence. It was an easy jump, hardly even an effort, but she was careful to keep her landing as soft as possible before she moved forward again, all of her enhanced senses extended for any hint of a threat.

It was approaching the evening and just after dinnertime. She could have waited a little longer for the more deserted hours of night, but she was so very close now… The petite girl was frozen by indecision momentarily. Should she have waited? Would it have been safer, or would it have not made a difference? What would Chris or the others have advised her to to?

The thought of her missing residents made a small sob escape her lips. _Please, Chris, please still be in here somewhere, be okay… Just hold on, I'm trying, I'm trying to get you back, I swear it..._

A slight shift of the air brought a faint scent to her nose and she immediately rolled towards her right, ending up in a wary crouch. Where she was standing previously now squatted a compact, muscular, and rather hairy man who had just dropped down from someplace.

"Not bad, kid," he grunted as he slowly stood back up. "Ain't many that can catch me sneaking up on them."

Caitlin gave him a smirk. "You reek of cigars," she informed him quietly.

He raised his arm up to sniff the sleeve of his leather jacket, and then shrugged unconcernedly. "So whatddya want here, kid?"

"Dr Jean Grey," she replied cautiously. "I need… I have to find her. I know she's here, please, I just need to talk with her."

The man took a small step forward which Caitlin echoed in reverse. "Sorry, she ain't here. What is it ya need to talk to her 'bout?"

Caitlin shook her head. _No, no, I can't accept that… all this time… She has to be here! I know she is!_

"I don't believe you," she whispered despondently, inching backwards still.

"It's the truth, but whether ya believe me or not, I ain't lettin' ya in any further 'less you tell me who ya are."

"No!" she screamed abruptly as her mood shifted to one of full-blown panic. "You're lying, she has to be here!"

The shaggy man growled slightly. "Kid, I don't like bein' screamed at." He lunged forward and made a grab for her but she nimbly leapt back and began sprinting towards the mansion.

She raced across the grounds, her bare feet silent against the grass, listening hard for signs of pursuit. She was wholly unprepared, however, for the sudden explosion of sound and smoke in front her her. She skidded to a stop only to be confronted by a demonic-looking figure with midnight-blue skin, pointed ears, sharp nails and teeth, and a feral grin. What really freaked her out, however, was the long, sinuous tail of the same color as his skin that ended in an arrow-shape.

Caitlin fell right onto her butt in shock. "What the _fuck_ are you?" she screamed frantically as she scrabbled backwards on all fours.

"Please, _fraulein_ , calm yourself, we just want to speak with you…" the figure said in a rather thick germanic accent.

She was having none of it, though. She jumped back to her feet and raced forward again and around the human-shaped nightmarish figure, heading alongside the mansion and towards the front entrance. This time she was prepared for the _bamf_ of noise and dark smoke and easily dodged his outstretched arms. Again he appeared in front of her before she realized this could only go on so long before he anticipated her moves. She slid under his legs this time and when she jumped to her feet she let her powerful legs carry her up and through a second-story window with a crash.

The shaggy man finally arrived to stand next to the other figure where they both stared upwards. Screams emanated from the room that the lithe girl had catapulted into, and they could hear her shouts of "Sorry!" recede.

"Last time you're on the welcomin' committee, bub," the first man remarked drily. "Shoulda given her a little warning, Kurt."

The dark-skinned figure snorted derisively. "She ran from you first, Logan," he commented before vanishing again with a _bamf_.

Upstairs Caitlin hurtled along the hallway, dodging curious children and teenagers as she concentrated on her olfactory sense. _She's here, I know it, I can smell her..._

A large, powerfully muscled young man wearing only shorts exited from a room just ahead and narrowed his eyes at her approach. His skin changed to take on a metallic sheen as he braced himself to fill up the width of the passageway, arms outstretched.

 _I so do not have time for this._

She twisted herself as she lunged forward, grabbing hold of one arm while pushing herself off of the wall. She used the momentum to wind her legs around the metallic giant's neck and spun him to the ground in a move that would have made Natasha proud.

"Sorry!" she called out over her shoulder as she sprang back to her feet and continued her search.

She almost ran headlong into the demonic figure when he teleported in front of her again but she skipped aside at the last second. He made a quick grab for her once more but she kicked off of the wall and knocked him to the side as she jumped over him. She winced slightly as his head slammed into the floor.

"Sorry!" she apologized once more as she took off past a stairwell. Numerous young people were standing open-mouthed on the staircase watching her. The petite brunette almost headed down but then she caught the scent coming from just down the hallway past where she was.

"Dr Jean!" she called out excitedly, leaping forward. It came from this door, right here, it should be her…

In her excitement she didn't even try to see if the door was unlocked or if she was even inside. She simply kicked in the door off of its hinges.

It was a cozy room with a full-sized bed and a pair of dressers. But there was no sign of the redheaded telepathic mutant. The bed was made and there was no sign of recent activity.

She gave a wordless scream of frustration and grabbed her head with both hands, trembling from head to toe. _No no no she has to be here, she has to be here somewhere… Keep looking!_

Caitlin dropped her hands and ran out of the room to continue her search, only to slip onto her rear end, her bare feet flailing over her head.

 _Ice?_

Without breaking stride, she grew her fingers into claws and scrabbled for purchase to keep her momentum moving to where she needed to go. Nearby was the staircase still, perhaps she was down there…

She vaulted over the railing to land in the middle of the lobby amongst yelling teens and kids. The milling crowd jumped back from the feral-looking girl who was crouched and snarling on the marble floor. The brunette's face was streaked with tears and her pale green eyes were wide and staring, wildly animalistic.

As she debated on her next course of action, Caitlin heard a whisper of a voice inside her head.

 _ **Over here, through the door. It's safe in here.**_

She let out a sob of relief. It was a man's voice, not Dr Grey, but it had been so long since she'd heard anyone inside her head other than her own forlornly echoing one that she didn't care who it was. Didn't care that it wasn't Chris or Eric or Kyle.

It was a voice. And it offered salvation.

Caitlin didn't hesitate in streaking towards the door that was indicated. It was partially ajar, and she wrenched it open all the way before diving in and slamming it shut behind her, panting desperately.

Inside was a bald man in a neat three-piece suit sitting in a wheelchair. He was positioned in the center of the very ornate-looking office.

"Hello, Caitlin," he greeted her calmly in his cultured and sonorous voice. "My name is Professor Charles Xavier. I can help you."

The small girl took a step forward before falling to her knees and hugging her own waist in despair. "Only Dr Grey can help me, please… Can you please tell me where she is? Please, I beg you…"

The Professor shook his head placatingly. "She is not here. But I can indeed help you."

And then his voice echoed in her mind once more. _**Who do you think trained her?**_ his voice asked with wry amusement.

Cat staggered to her feet again, hopeful for the first time in a very long while. "You… you can help me? You can help find them for me?"

"Yes, child, I can help you if you let me."

"Oh, thank God," she sobbed and took a faltering step forward before she pitched over onto her face, her body finally giving out from the stress and exhaustion. Not for the first time she welcomed the quiet darkness.

Xavier's School for Gifted Youngsters

Caitlin gradually regained consciousness some interminable time later, squinting into the harsh light. She made to shield her eyes and it was then she noticed that she'd been strapped down.

Before she could panic, though, Professor Xavier's calming voice was inside her head once more.

 _ **It's quite alright, Caitlin, you are still safe. We only restrained so you would not hurt yourself.**_

She did immediately calm at the words and strained her neck to view the pair of individuals she could sense were in the room with her. With a whirring noise Xavier moved his motorized wheelchair forward and into her view.

He placed a gentle hand on her shoulder and began to speak out loud. "We just wanted to check you over, make sure you hadn't damaged yourself. You are fine, however."

Caitlin cleared her throat. "Why am I still strapped down, then?"

"Because I didn't want you scurryin' off again," the scruffy compact man spoke up from behind her head. "Wanted to make sure you stayed to talk this time. Not in the mood to chase you down."

"This is Mr Logan," Xavier explained. "He's one of the teachers here at my school."

"A school for mutants, right?" she questioned.

"That's right. This is a safe haven for all young mutants to help them adapt to their gifts."

The petite brunette nodded and then glanced around the room, some sort of infirmary by the looks of it. "So if I'm okay, do I still need to be in this infirmary?"

"No, as I said, you are fine for the most part," Xavier reiterated. "You're suffering from some amount of malnutrition and dehydration, but that's nothing a decent meal or two won't fix. It's breakfast time, by the way, you managed to sleep through the night."

"Huh," Caitlin mused. "Well, I suppose that explains why I'm not as exhausted as I was." She tilted her head backwards to glare upside-down at Logan. "I'm not going to run."

The man had his arms crossed and graced her with a smirk, not moving a muscle to come undo her. "You sure 'bout that, kid?"

The diminutive girl rolled her eyes and flexed her arms, easily snapping the restraints. She sat up and hopped off of the table, pleased to note her sundress was still intact. Spotting her satchel on a table nearby she picked it up and slung it over her shoulder before pausing by the door. "Which way is breakfast, please?" she directed towards the Professor.

Xavier chuckled and moved his chair forward. "I'll show you."

She turned and preceded the elderly man out of the door. "Coming?" she threw out over her shoulder towards Logan.

The compact man grunted in amusement. "I like this kid," he said to himself quietly as he followed them towards the elevator. Caitlin paused outside the doors to pull her sandals out and slip them on.

The three of them walked along the ground floor hallway towards a large room where the sounds of bustling activity could be heard. Another petite girl, a teenager like herself, approached them from inside the room. She was a brunette as well though her hair was straighter and held back in a ponytail that draped past her shoulders. She also looked to be only maybe an inch taller than her, wearing jeans and a patterned tee shirt under a short brown zip-up sweater.

"Yes, professor?" she asked deferentially.

"Kitty, this is Caitlin Brown, she's going to be staying with us for awhile. Can you take her to breakfast, please, and then accompany her down to the training room when you're finished?"

"Sure!" she replied chipperly. She turned to Caitlin and extended her hand with a smile. "Kitty Pryde. Also known as Shadowcat."

"Nice to meet you, Kitty," she smiled back hesitantly as she briefly clasped the proffered hand. "You can call me Cat if you like."

Logan gave a humorous snort from behind. "Kitty and Cat. You did this on purpose, didn't ya, Professor?"

Xavier sighed good-naturedly as he swiveled his chair around. "Believe it or not, Mr Logan, I do not base all of my actions around amusing you. I'll see you both downstairs later, Kitty, Caitlin."

Kitty hooked her arm through Caitlin's and led her into the room. "It is pretty funny, though," she grinned. "Almost like we were destined to be friends."

Caitlin's answering grin faltered at the other girl's last spoken word. "Yeah," she said quietly as they got into the breakfast line.

She was very pleased, at least, that they had some bacon left, though she stacked up a good sized pile of toast and strawberry jam on her plate.

They walked together until Kitty sat her plate of eggs and waffles next to a group of other older teenagers. "Guys, this is Caitlin!"

Caitlin sat next to her guide and looked around at the others nervously, ducking her head as she recognized the large teenaged boy at the end of the table.

"I believe we've met," he smiled good-naturedly.

"Um, yeah," she muttered abashedly. "I recognize you, even with… um… your clothes on…"

The rest of the table swiveled their heads to pierce the boy with incredulous stares.

"What? No! It wasn't-" He held his hands up defensively. "I was there last night, all right? I had shorts on! Geez!"

"Damn, Pete, thought maybe that was a little fast for you," chuckled another boy across from her. He smiled at Caitlin and nodded to her. "I'm Bobby. No hard feelings about the ice, I hope?"

"Oh! No, not at all," she replied quietly. "I'm, um… I'm sorry about all the, um, trouble last night. I was a little… um…"

"A little crazed, maybe, but it's all good," laughed another boy from next to Bobby. Unlike him, this one's hair was slicked back. "We could use the excitement. I'm Johnny. They call me Pyro."

From around Kitty's side another girl leaned forward. She had long brown hair but with a brilliant white streak starting from her forehead and, interestingly enough, wore satin gloves that came up to her elbows. "And ah'm Rogue," she said in a soft southern lilt. "Wish ah coulda seen y'all last night, but ah was out for a walk.

Caitlin nodded to each of them, trying to keep a pleasant smile on her face, but after so long it was a bit of a strain. Finally she looked back down at the large boy who seemed a bit flustered. "I'm sorry," she said contritely. "For, um, taking you down in the hallway. I didn't hurt you, did I?"

He smiled at her. "Only my pride, Miss Caitlin. That was quite the maneuver, where did you learn that from?"

"Oh… well, from my friend Natasha…" She glanced back down at her plate and picked at her bacon, suddenly missing both Natasha and Clint fiercely. "I should call them," she whispered to herself.

"Call who, Cat?" Kitty asked after swallowing a bit of her eggs.

"Oh, my friends, Natasha and Clint. I had to leave them to… um… find Dr Grey." She glanced around, feeling as if she owed them all an explanation for her erratic behavior. "I needed her to fix me, but Professor Xavier said he would help."

"Don't look all that broken to me," John smiled at her widely.

Caitlin furrowed her eyebrows as Bobby nudged him hard with his elbow. _See, it's things like this I need you to explain to me, Chris. God I miss you so much…_

"What he means is, you don't appear to need fixing," Bobby said gently.

"Oh. Well, I do. I'm… I'm broken. I kinda, um… lost my mind a while back." She finished off another piece of bacon, disturbed to see it was the last one. "She, I mean, Dr Grey, helped me some time ago."

"Well, the Professor is the best," Kitty opined cheerfully. "If anyone could help you, he can."

Caitlin nodded somberly as she reached for a piece of toast and spread jam over it.

"Where are your friends?" Peter asked as he sat back, having finished off his meal already. "Do you have their number?"

"Oh, well I suppose I don't," she murmured in reply after taking a bite of her toast. "Should have thought of that. Stupid of me…"

"Don't go bein' like that," Rogue said firmly. "No use in gettin' down on yourself none. We can look them up, right y'all?"

"Sure!" John replied, whipping out a smartphone. "You got their full names and where they're at?"

"Oh, yes I do," Caitlin replied, preparing another piece of toast. "Um, Natasha Romanov and Clint Barton. They should be up at the Avenger's Training Facility in… well, it's in upstate New York, but I don't know the town." She took a bite of her toast and then glanced up to see the others looking at her incredulously.

"Black Widow and Hawkeye are your friends?" Bobby asked wonderingly.

The diminutive brunette girl nodded as she took another bite. "My very best friends. Tasha's more like my sister. They saved my life when I was really, really broken, but I had to leave them to come here."

John cleared his throat and tucked his phone back away. "Well, maybe the Professor would be better able to reach them," he said, shaking his head. Then he glanced back over at Peter. "And now we know where she picked her little maneuver up from, huh big guy?"

Kitty had finished her food off and was watching Caitlin curiously. "So, are you here to join us?" she asked.

"Sorry, join who?" Caitlin replied as she finished off the last piece of toast. Her plate was disturbingly empty, and she frowned at it.

Rogue slipped her plate over. It had a few pieces of bacon on it still. "Noticed you seem to like them," she said softly.

"Thanks!" Caitlin said gratefully and dug into them.

"Join us, as in the X-Men," Kitty continued.

"What are the X-Men?" the petite brunette queried.

"That's us, we're the group of mutants who try and help humans and mutants get along," the other petite brunette responded.

"What, like missionaries?"

"Well, no… more like police. For mutants."

"You police mutants?"

"Only the bad ones. Keep them from hurting humans."

"Huh." Caitlin sat back and licked the bacon grease off of her fingers.

"Do you want a napkin?" Bobby asked humorously.

"No, then all the bacon on my fingers would go to waste," Caitlin replied seriously. "So, all of you are mutants?"

"Mmhmm," Rogue smiled. "Everyone at the school is a mutant."

"Oh," she said, looking down. "Well, I'm not. But, I'm not really human either." She sighed morosely. "Don't really know what I am anymore."

"Well, you're definitely stronger than a human," Peter declared. "So how did you get your powers?"

"They're not really 'powers'," Caitlin tried to explain. "I'm… well, I'm enhanced, and I can do other stuff. I was…" She sighed and glanced back down at her lap where her fingers twisted together. "I was made in a lab," she finished quietly. "I'm really only a couple of years old from when I woke up and escaped."

"Wow," Kitty breathed. "That's so freaking cool!"

Caitlin glanced at her askance. "It is?"

"Oh yeah!" she exclaimed. "Much cooler origin story than most of us, shoot we were all just born this way!"

"Yeah," Rogue said softly, glancing at Bobby and then away from the table. "Some of us, we've never known anythin' different."

The group of six teenagers finished up and headed together towards the elevator downstairs. "So, you're all part of these X-Men?" Caitlin asked from the middle of the group. She had to peer around the others as Kitty was the only one even remotely her height.

Kitty laughed and pulled her to the side and out from the towering forest of teenagers. "Welcome to my world. And yes, we all are. We're all the newest ones, you'll get to meet most of them. Oh, except for Dr Grey, and Cyclops, they're off on a mission somewhere. And Storm, she's due back soon though I think."

They crowded into the elevator and headed down to the floor where the infirmary lay. Instead of heading in that direction, though, they went the other way and split up into genders to enter separate rooms.

"Time to suit up," Kitty explained, pulling out a uniform from a locker. "You don't mind?"

"Mind what?" she asked, confused.

"Um, our undressing."

"Oh! No, not at all," she grinned, relieved that finally there was something she was totally comfortable with. "Shoot, I'd go around naked all the time if I could. Clothes are just so restrictive. So no, don't mind me, I won't oogle."

"Are you sayin' you normally would oogle?" Rogue asked with a grin as she slipped out of her clothes.

Caitlin had to consider that. She was pretty sure that these new acquaintances would be okay with her orientation, but she was still on unfamiliar territory. It was difficult for her to navigate social situations without any idea of what she was doing. Lacking a moral compass really sucked at times.

"I, um…" She turned towards the lockers across the room and studied them. "I had a girlfriend out in San Francisco," she confessed quietly. "When I got… sick… we lost touch. It's been…" She sighed and crossed her arms, hugging herself tightly. "I haven't seen her in over a year. And she hasn't heard from me since I disappeared. She likely just thinks I'm dead by now." She closed her eyes forlornly. "I miss her."

She was startled to feel an arm encircle her waist as Kitty gave her a hug. "What's her name?" she murmured.

"Lisa," Caitlin replied with a sniff. She hadn't even realized she'd begun to tear up.

"Well, after we get the Professor to reach your other friends, maybe he can track her down?"

"Oh, no! No, I can't…" The small girl shook her head firmly. "It's been so long, and I'm not… I'm not in a good place right now, I'm still broken, and… and..."

Kitty turned her around and forced her to look her in the eyes. "You need to call her," she said firmly.

Rogue stepped up next to the other petite brunette and brushed her white forelock over her ear. "Ah'm with Kitty on this, sweetie," she said. "Sounds to me like you're missin' her somethin' fierce."

Caitlin closed her eyes, trembling slightly. _Control, keep it under control, pull yourself together…_ Her distress was rising to the surface, both her dismay at missing Lisa so much and her panic over contacting her after so long. It was all she could do to maintain her form, but eventually she clamped down on her anxiety and forced the change back. _Sorry panther, not right now._

Once she opened her eyes again she noted that both Kitty and Rogue had stepped back away from her, eyeing her warily. "I'm sorry," she rushed out, blushing. "I… Getting overly emotional isn't a good idea for me…"

"Arya like a lil' Hulk?" Rogue grinned at her.

"Um, not so much, it's…" She cleared her throat and glanced around nervously. _Should I share? They're just trying to help… and it's not classified anymore, hell there's no more S.H.I.E.L.D. to classify anything, right?_

She let out a resigned sigh and closed her eyes again. "I can… transform. Into a few forms. One of them is a panther, it's what I… um… forced myself into when I… lost my mind. And I kinda went feral and stayed that way, so now it's hard for me to keep it away. I get nervous or startled and I want to become a panther again."

"Well, that doesn't sound so bad," Kitty mused thoughtfully. "It's like a fight-or-flight instinct, and the panther want to protect you, right?"

Caitlin blinked her eyes open uncertainly. "Um, yes, I suppose so?"

Rogue smiled at her in acceptance. "You don't have to be embarrassed about things here, hon," she said gently as she motioned for her to walk with them. "We all have things we can do, some more scarier than others. Nobody's gonna judge ya here."

She shuffled after them, shaking her head in wonder at their nonchalance. "So, what can you guys do?"

Kitty grinned at her. "I'll show you," she said, and walked through the door.

Without opening it.

Caitlin blinked her eyes. "Wow," she breathed.

Rogue chuckled lightly as she opened the door for them to pass through. "Mine's a little more… complicated. Ah can… borrow other people's powers. If ah touch them."

"Oh. Oh! That's why the gloves?"

"Right," she smiled somewhat sadly. "Also means ah can't… touch people for too long without hurtin' them."

The small girl mulled that over as they entered the training room. _Wow, that would seriously suck, not being able to be close, or… Oh. Oh, wow…_ She imagined not being able to be with someone the way she'd been with Lisa and it made her flinch. _No sex, damn, that would be a dealbreaker._

By that point they had all assembled, the teenagers as well as some familiar faces. Both Professor Xavier was there as well as Logan, but joining them was the demonic-looking figure from the night before. She shied back upon seeing him, trying to hide herself behind Kitty. Which was an unhelpful endeavour when the person was only an inch taller than her.

"Hello, _fraulein_ Caitlin," the person called out cheerfully.

Caitlin let out a small _squeak_ and hunched herself down further.

Kitty laughed and tried to pry the other girl out from behind her. "That's Kurt, he's not gonna hurt you!"

"I think, perhaps, I gave a bit of a scare on her first night here," the blue-skinned man said regretfully. "I am sorry for this, please. Will you not come out, little mouse?"

"I'm not a mouse," Caitlin muttered abashedly. "I'm a cat."

Rogue turned to her and grinned. "Really, he's okay. Sweet as a peach, ah swear!"

The small brunette reluctantly edged out from behind the dubious shelter of Kitty. She smiled falteringly at Kurt. "Um, hello."

He gave her a wide smile in return which made her flinch slightly.

"Very well then, this is everybody for now," Xavier announced. "Line up, please, we'll just do some quick exercises. All opponents are set to non-lethal.

"Aw, c'mon Professor," Johnny laughed. "That's boring!"

"You are welcome to liven things up as you so desire, Mr Allerdyce," Xavier commented wryly as he moved his wheelchair back behind a thick transparent shield. "Miss Brown, would you join me, please?"

"Um, sure thing, Professor," Caitlin replied, hurrying over to join him. She noted that Johnny had made his way to the front of the line, giving her a jaunty wink as she watched him get ready.

"I imagine you might be curious as to what everyone here can do," Xavier commented as Caitlin walked up next to him. "It might help ease your concerns about fitting in here while we work on healing you."

"I don't, um, want to sound… ungrateful, or impatient, or…" Caitlin struggled for the right words, fearing to offend her host.

"It's quite alright, Caitlin," he said gently. "We're going to work together right after this session. I've set aside a few hours each day, I think that's the most we can handle for now."

"Thank you, Professor," she said quietly, wiping a tear away. "I'm sorry…"

He looked up at her with a warm smile. "No need to apologize. Now then," he stated, turning back and flicking a switch in front of him. "Let's see what Pyro has in store for us."

A door at the other end of the room opened to reveal a robotic figure. It lurched forward towards where Johnny was standing with an anticipatory grin on his face.

"Often we have the drones equipped with weaponry," he commented. "Sometimes, just to make it a challenge, we specifically equip them with weapons in opposition to the powers of their opponents."

As the robot approached, Johnny flicked his wrists and twin jets of fire shot out from his hands. He swung his hands out and the fire writhed like living things, swirling out like snakes until they crashed inwards to meet at the site of the robot's head when he clapped his hands together. When the flames went out, the robot stood, decapitated, only for a second before it toppled over.

"Wow," Caitlin murmured, impressed.

"It's flashy but effective," Xavier noted. "As a pyrotechnic he cannot create fire on his own yet, but I have high hopes for that young man if he can keep his temper in check."

A giant automated arm swept the robotic remains off to the side and another robot strode in to face Peter.

"Colossus is like you in a way," Xavier continued. "As he is, he's quite strong. But once he's activated his powers…"

She saw him turn his skin into the metallic surface that she saw the night before. He met the robot in the middle in a terrific clash of noise and hammered it mercilessly into small pieces. The arm swept the parts aside once more and another robot strode forward.

Bobby was up this time, smirking and tossing a white object back and forth in his hands. Caitlin's jaw dropped when she noticed that it was a snowball. "How…?"

Before she could finish Bobby had thrown the snowball at the robot he was facing. When it hit it grew into a white snowy mass to envelop the entire seven-foot figure, freezing it solid as it turned into glittering ice.

"Right. The ice from last night. He mentioned that."

"Yes, Iceman, as he calls himself, will likely be one of the more powerful among us once he embraces what he is fully."

Kitty was next as she stood confidently in the middle and faced the oncoming robot.

"Um, I know what Kitty can do," Caitlin murmured, her eyebrows furrowed. "But how can she fight?"

"Shadowcat can surprise you," Xavier chuckled.

The robot lurched forward and right through Kitty as she kept herself phased. It stumbled about, trying to get ahold of her, until she simply grabbed hold of its leg while it was turned and sank into the floor with it. She re-emerged a few seconds later without the robot.

"The trick, of course, is finding where she leaves them," Xavier said humorously. "She left one in my study once as a joke. I convinced her not to do that again."

Caitlin snorted out a laugh, which surprised her. She hadn't really had the opportunity to laugh very much lately, and it almost felt like a foreign action.

Kurt was up next, or Nightcrawler as the Professor called him. He leapt about the robot, striking him from various directions as he appeared and then reappeared over and over again until it was a smoking mess.

Rogue smiled as she removed her gloves from her hands. She brushed her hands along the arms of first Bobby and then Peter as she walked towards the next approaching robot. After her second step she shot her hands forward, sending out a blizzard of ice and freezing it in place. Then by the fifth step she was on top of the robot. Her skin turned metallic as she cocked her fist back to smash the roboticicle into very tiny pieces. The automated arm had to work a bit longer to sweep all the pieces up.

"So she really can borrow powers?" Caitlin asked quietly.

"Yes, Rogue can do so very briefly if she only allows herself a quick touch," Xavier confirmed. "Logan! Are you going to take your turn?"

The stocky man grunted irritably, pushing himself up off of the wall and walked forward nonchalantly towards the waiting robot. With a _snikt_ of sound three sharp-looking metal blades extended from the back of each hand. He swung them both in quick, sure strikes until the robot resembled a filleted fish.

"Wolverine is our oldest mutant," Xavier commented quietly. "He's lived a very, very long time. Something you might want to discuss with him to gain some perspective."

Caitlin blinked her eyes. "Wow. So you already know everything about me?"

He nodded apologetically. "Only your abilities and physiological capabilities. I wanted to be prepared ahead of time before our session."

"I see," she said, slightly troubled.

"Do not worry, Caitlin, personal memories and thoughts are still personal. I will not pry."

"And yet you do a bang-up job of answering questions before I say them," she grumbled.

Xavier barked out a quick laugh. "Yes, I suppose I do have a habit of that. Now, then, are you ready for your turn?"

"My… Wait, what?" Caitlin looked at him incredulously. "You want me to go?"

Professor Xavier swiveled his chair around so that he might look intently into her eyes. "What you have, Caitlin, are gifts. What we do here is help people embrace their gifts. You've seen what all of my X-Men can do, the ones assembled here. Why don't you share with them what you can do?"

"I don't… But what if I… If I can't…" She closed her eyes and shuddered, the swirl of doubts and fears making her stumble over her words.

"I understand," Xavier said quietly, and then continued in her head. _**You needn't be afraid of your powers, of what you can do, of what you can become. You haven't let your inner beast out in quite some time. Perhaps she needs to stretch a little bit so that she doesn't bother you so. And if you find you cannot change back, I will help you. All you have to do is ask.**_

She let out a loud breath and nodded. _Alright._

She walked around the shelter, trying to inject confidence into her steps. She was pretty sure she was failing miserably, but it was the thought that counted.

 _ **Oh, and Caitlin, I would greatly appreciate it if you would wait to transform back until you are in the ladies' dressing room.**_

Caitlin laughed quietly and shook her head. _I still don't get all the fuss over modesty, but fine._

The others in the group looked at her with a mixture of concern, curiosity, and anticipation. The latter was from Kitty, who flashed her a smile and a thumbs-up. She tried to return the smile, but it faltered as she recalled another teammate that she'd been close to, one with pink hair and a ready grin. Sighing, she pushed the morose memory aside to concentrate on the moment.

A new robot was walking forward. While it was still across the room she slipped her sandals and satchel off and briefly mourned her sundress. _At least I have a couple spares._ The she broke into first a jog and then a sprint before launching herself at her opponent.

By the time she hit she was a sleek and muscular blank panther. She tore into the robot with abandon, scattering the pieces about. When done she reared back and let out an exultant roar before padding back over to the others.

"Holy shit," Johnny breathed.

Kitty was jumping up and down, clapping her hands. "That was wicked awesome!" she cheered.

Even Logan had a smile on his face, giving her a nod. "Not bad, kid," he murmured.

Caitlin let out a soft growl and paced back and forth in front of the doors leading out.

"Miss Pryde," Xavier called out as he wheeled forward. "Would you be so kind as to take Miss Brown her shoes and handbag and then find her something appropriate to wear?"

"Oh?" Kitty said with a puzzled frown before she noticed the shredded remains of her sundress. "Oh! Yes, Professor, not a problem! C'mon, Rogue!"

The two girls scampered towards the door to let the panther out. Johnny snickered as they exited. "Wait, so she's…? Aw, man, we're missing out!"

The girls could hear the sound of one of the men behind smacking him upside the head. "You are such a perv," Bobby muttered disgustedly.

The three entered the dressing room and Caitlin immediately transformed. "Whew, it worked!" she exclaimed happily. "I wasn't sure, but yeah, I changed back just fine!"

"Wait, so you weren't sure you could?" Kitty exclaimed worriedly.

"Well, the Professor said he'd help if I couldn't."

"Still…" Rogue murmured as she went through the lockers. "That took courage."

"I suppose," she replied, shrugging.

"Here, Rogue, lemme just give her my workout clothes, we're the same size, near enough" Kitty said, pulling a pair of sweats and a tee shirt out of her locker. "Um, I don't have any extra underwear for you though…"

"Oh, I don't wear any undies," Caitlin reassured them.

Rogue giggled. "Talk about courage!"

The other two girls shrugged out of their uniforms. As Caitlin pulled her new clothes on and slipped her sandals back on her feet, she looked the discarded uniforms over. They reminded her a lot of her jumpsuits from her last job, and it made her a little bit nostalgic.

"If you join, you get one too," Kitty grinned as she slipped her tee shirt over her head.

"Oh, I've had one like it," Caitlin murmured, running her hand along the materiel. "They're pretty similar to the S.H.I.E.L.D. ones…"

Rogue dropped her shoe that she was about to pull onto her foot. "You… were in S.H.I.E.L.D.?"

"Oh, um, yeah, I didn't mention that?"

Both of the other girls gave her a slow shake of their heads.

Caitlin chuckled a little embarrassedly. "Yeah, I was a S.H.I.E.L.D. agent before all the mess with… Hydra happened. Eventually I was a member of a Rapid Response Team. We flew all over the world, solving problems and taking out bad guys."

"Wow," Kitty breathed. "I bet you have a lot of stories. You're the same age as us now, though! How were you an Agent?"

"I… don't age very fast," she mumbled as she turned towards the door. "But yeah, I was the youngest Agent, took me awhile to gain the respect of everyone. Not that it matters anymore…"

Kitty cleared her throat. "Well, I think it matters. I think it's pretty awesome." She walked forward and gave her arm a friendly squeeze as she handed over her satchel. "C'mon, the Professor is waiting for you in his study."

The two teenaged girls dropped Caitlin back off upstairs in the room where she'd first met the Professor. Now that she had to time to look around it seemed to be furnished in an understated yet lavish fashion. The furniture, including the large wooden desk, was solid and the chairs comfortable. There was space for extra chairs to be pulled in, perhaps for classes. The walls were lined with filled bookshelves and the windows from behind let in the gentle sunlight to warm the room considerably. She sat nervously in one of the fancy chairs across from where Xavier was stationed in his wheelchair.

"I promise this will not hurt," Xavier reassured her. "I believe you may have done something like this with Jean. We're just going to go in and ascertain how things are, perhaps start the healing process. I'll be with you the entire way."

"Okay," Caitlin nodded rapidly, willing her hands to still in her lap. She shrugged her satchel off her shoulder and onto the floor before sitting back and taking several deep breaths.

"Ready?" Xavier asked. "Then close your eyes and relax, Caitlin."

Pushing down her lingering feelings of apprehension the diminutive brunette complied. After what seemed to be only a few heartbeats she could tell her position had changed.

She blinked her eyes open to view the forest she found herself in. It looked similar to the one Jean Grey had led her though in her own mind, but it was subtly different now. After a few seconds she realized what had changed.

"There's no sound," she whispered. "No animals or birds or anything."

"Your mind is still trying to heal itself," Xavier explained as he walked up next to her. "It will take some time before it returns to normal."

Caitlin glanced over at his upright state and raised her eyebrows questioningly. Xavier chuckled quietly back.

"Please forgive the indulgence of an old man."

For some reason it made her feel immeasurably better to gain a new insight on the Professor. He seemed to be all the more real to her for his slight vulnerability.

"Come," he stated as he began to move through the trees. "I believe we'll find what we're looking for this way."

"I always meant to ask Dr Grey, about the forest," Caitlin commented as she walked next to the man. "Why does it look like this in my head?"

"Well, a person's psyche often takes on the characteristics of their subconscious," Xavier explained calmly. "In your case, I believe it's your panther that provides the focus for your psyche."

"Really?" Caitlin asked skeptically. "I always thought of myself as a kitty cat first, since I take that form more often."

"Be that as it may, your panther is the dominant form. She defines you and lends her strength to you. That is why you are enhanced in your human form. I believe your panther is actually the primary, and both human and feline are the subordinate." He paused then and rested his hand on a tree trunk. "Things get a little bit murkier when we consider your third form."

"Yeah," Caitlin whispered. "That one scares the unholy shit out of me."

Xavier barked out a surprised laugh. "Well, yes. I've felt this other form inside you, wholly separate from your other ones. I'm only theorizing here, but I believe this third form, that of a human and panther hybrid, is actually a completely separate entity, which is why you have so little control over it."

Caitlin pondered that as they moved forward. "I suppose that explains how I got stuck as a panther when I broke," she said thoughtfully. "Sort of."

"Think of it this way, Caitlin. If the panther is your primary form, then this human form is secondary. And it was the existence of Chris that kept the human form rooted in your consciousness. The fact that you have been able to remain in this form, and were able to change from the panther, indicates that your connection was not severed, just damaged."

They paused again at the edge of the clearing that Caitlin recalled from her earlier sessions. A pang of loss sent a shiver through her as she remembered actually meeting her residents there, even if it was metaphysically.

"I have another theory regarding your third form," Xavier murmured. "This is even wilder conjecture on my part, and normally I would hesitate to even share it with you, but I believe you would be better served by the knowledge."

"Okay," she replied hesitantly. "That sounds kinda ominous."

He didn't disagree with her, instead forging on. "What if that third form was anchored to you by one of your other residents? And the feline as well? You had three residents and three forms."

The implications of this hit her like a physical blow. "Holy shit," she breathed. "So… if I were to transform into the third one, I might not have any control at all anymore?"

"Or you might completely slip away, unable to regain any other form," he said somberly. "It's only a theory, but still possible."

"Holy shit," she repeated. She shook her head to clear her thoughts. "Okay. Well, I try to actively avoid that one anyways, now I know even better. I'll just try to avoid any transformations for the time being, I was doing a pretty good job of that anyway." She glared up at him. "Until you made me earlier today."

"Yes, well, let's call that a controlled experiment," he chuckled. "I could tell when you changed back, and it was more of a mental shift than when you became the panther. It reinforced my belief that the panther is the dominant form."

"Oh, well," she sighed. "A panther is just a really big cat, right?"

"That is one way to view it, yes," he replied soberly. "Are you ready to proceed?"

Caitlin nodded firmly and they entered the clearing.

Behind them was a lush forest, though silent and absent any animal life. In front of them was a scarred vista of scorched earth, absent any life whatsoever. It stretched on as far as the eye could see.

"Oh, God," she whispered, stunned at the sight. "This… Is this my mind?"

"It is," Xavier replied gently. "The pain that you felt, it was more akin to a wildfire than you realized. Part of your mind, the part which hosted your residents, was metaphysically burned away."

She felt a tear trickle down her cheek. "It's too much," she breathed. "It's too… God, it just goes on and on… How can we ever fix it?"

"Well, Caitlin," he replied, leading her forward to where the forest met the edge of the burned area. "Think of it as an actual forest fire. It is great devastation indeed, and yet part of the life cycle." He bent down on one knee and Caitlin crouched curiously next to him. He extended his hand out and cleared part of the black ashes aside to reveal charred earth.

As he pressed his palm to the ground in the cleared space, he turned his face to regard her. "Underneath all of the death and destruction, there is still life."

He raised his hand up to reveal a small green shoot sprouting up.

Caitlin gasped. "So… it _can_ be fixed?"

"Of course it can," Xavier assured her as they stood back up. "I've started already with that one simple gesture. We'll do more in the coming days, but you won't need to return here for awhile. Now that we can see what needs done, I can perform what I need to do without any assistance. You may read, or nap, or do whatever you like." He smiled gently. "It does help to be in your presence, so we'll still meet in my office. I did say I can help you, if you're willing to stay. It will take a small amount of time."

She shrugged, still smiling from the encouraging news. "Well, I've got nothing else to do and nowhere else to go."

"And yet there's still a lingering feeling of guilt," Xavier noted.

"Oh. Um, yes." Caitlin looked at her feet. "I suppose I'm still feeling guilty about my girlfriend, um, Lisa. She likely thinks I'm dead. I think she's in college somewhere now, but I don't know how to reach her. Or even if I should."

"Well, I can at least help in finding her if you so desire," he replied with a smile.

She frowned slightly. "I would, thanks, but… Why are you doing all of this? What do you want from me?"

Xavier shook his head. "I don't want anything from you, Caitlin, except for you to get better. Please believe me, that's the extent of it."

A few moments later and Caitlin was blinking her eyes open again in Xavier's study. The man took a deep breath and let it out in quickly. "Well, then, before you go I do have something to give you. Bobby mentioned that you were searching for another contact."

He wheeled his chair around towards his desk and retrieved a small piece of paper. There was a handwritten phone number on it in a neat and careful print.

"This would be Natasha's number," he explained. "Your room will have a phone in it that you are free to use as you will."

"Oh, thank you, Professor," she replied excitedly as she slung her satchel back over her shoulder and plucked the paper from his hand. "For everything. Really, thank you."

"I think perhaps you could begin reparations by helping to fix Jean's door," he replied wryly. "She and Scott will be back in a week, and I'm sure they'd like it reattached."

Outside of Xavier's office waited Logan. He gestured her forward towards the steps. "Lemme show ya to your room, kid," he said gruffly and started walking without further comment.

The bedroom she was shown was very similar in size to that from her camp. The bed was a little bigger, and certainly more comfortable, more in line with the one from the Triskelion.

"So, one more thing before I leave you," the compact man said gruffly from the doorway where he stood with his arms crossed. "Charles mentioned that you might wanna talk with me 'bout something, he didn't mention what it was, though."

"Um… yes." She looked down at her bed for a second. "Not just yet, though. May I… what's the phrase?"

"Rain check?" he chuckled. "Sure, kid. Lemme know." With that he left her to unpack her meager belongings.

Later that evening after dinner, Caitlin sat in the living room and stared at the television playing there. She didn't really care what was on as she wasn't really watching it. Her mind ran through the last twenty-four hours or so.

These X-Men were certainly a welcoming bunch, even for a non-mutant like her. She supposed she did fit in a bit after a fashion, and they certainly hadn't treated her poorly after viewing her own abilities.

Granted, she'd not shown or mentioned the third form she could do, but there was no way she could possibly even attempt that, especially as fragile a state as her mind was in right now.

Still. She had hope now, and that was something that had been sadly lacking for some time.

She actually felt rather buoyant, a combination of this hopefulness as well as from having spoken with Natasha again. She'd called her as soon as she got to her room and they were each overjoyed to hear from the other. Caitlin had bounced on her bed happily when she found out that Natasha had gotten back together with Maria. _They make such a good couple, and they deserve each other, they really do._

She was broken from her reverie by the simple expedient of a cheerful Kitty who plopped herself down next to her. "Heya! Whatcha watchin'?"

"Um," Caitlin replied, nonplussed. "I'm not sure, I wasn't really watching it…"

"Well, do you want to come over to the common room? There's a pool table there, we could use another player…"

She almost jumped at the opportunity but held herself back. It wasn't just fear, or so she told herself. It was simple expediency. She couldn't handle any more rejection or uncertainty, not right now, not yet. Not until she was better.

When she didn't answer right away, Kitty leaned over so that her head was in Caitlin's field of vision. "Helooo Cat! You in there?"

"I… can't. I'm sorry."

Kitty raised her eyebrows but shrugged. "Okay. Well, if you change your mind, you know where we'll be." She jumped up from the couch and skipped out of the room.

 _God, she's so much like Jinx in some ways… I can't… I won't be hurt like that again. I can't take that kind of hurt._

"Ah'm thinkin' that maybe you got burned a lil' while back," a soft voice intruded on her thoughts. She looked up, startled, to see Rogue standing against the wall and observing her with a critical eye.

"Are you a mind-reader now, too?" she asked, perhaps a little more harshly than she intended.

"Mmm, no hon, but ah think ah'm spot-on by your reaction." She walked over and took the spot that Kitty had vacated.

"Wow, people around here sure like to talk a lot," Caitlin muttered somewhat grouchily, trying to ignore that fact that Rogue had, indeed, been spot-on with her observation.

"Well, think of it this way, hon. Maybe we just care enough to want to get to know you better."

 _I used to talk all the time. To myself, to Chris and Eric and Kyle, to anybody around, asking questions about everything… now I just shut myself off… Maybe I need to stop running from myself then. Maybe this is part of healing._ She let out a morose sigh. _Chris would know._

"I feel so alone," the petite brunette confessed in a whisper as if afraid of the words themselves. "I used to… When I was activated at the lab, I had three personalities in my head, they served as my conscience, my constant companions. I called them my residents."

Now that she'd started, she couldn't stop herself. The telling of her story became almost cathartic. "Chris was my main anchor, he was… was my soul that, I dunno, powered me. He explained things to me, helped me understand and cope with… with talking to people, understanding people. And then, nine months ago, they were ripped away from me. I lost my mind when I lost them."

Caitlin drew in a great shuddering breath and glanced over to see that she had more of an audience than just Rogue. Evidently Kitty and Bobby had entered as well, perhaps to try and convince her one more time to join them. They stood by solemnly and listened to her tale. Kitty's eyes shone with unshed tears, but Rogue was unabashedly letting hers fall down her cheeks. Absently she realized hers were wet as well.

"Before that happened to me, though, I had a best friend," she continued, figuring she might as well reveal the whole extent of her neurotic state. "She was awesome, we were on the team together, we… we…"

Her throat closed off momentarily and she swallowed back the emotion that threatened to choke her. Her eyes went down to her lap where her hands twisted together. "She was my friend. I trusted her. And then…" She drew in a shuddering breath. "She was Hydra all along."

The statement caused an intake of breath by all three of the assembled teenaged mutants. "What happened?" Rogue asked quietly, yet obviously dreading the answer.

"She tried to kill me. But I killed her instead, with my bare hands."

"God, Cat," Kitty murmured, coming over to crouch at her feet. "I… okay, I think I understand why you're afraid to get close to us, I just thought you were really shy… but…"

"No, ah understand completely," Rogue interjected gently. "Ah've been there, hon. Ah've put a boyfriend in the hospital when he kissed me. Ah've closed myself off as well before." She glanced up at Bobby and they shared a smile. "But you have to put yourself out there, you have to take the risk of heartbreak or you can't go on livin'."

Caitlin sniffled and wiped her cheeks. "Yeah, I made the decision that I couldn't keep living the way I was. That's why I'm here. So maybe… maybe I do need to let go a little. It's just… It's scary."

"Well then," the pony-tailed brunette at her feet said determinedly. "We'll just have to ease you into this together. As a team."

Bobby stepped forward, a reassuring smile on his face. "Nothing we can't do as a team."

"They're right," Rogue smiled softly. "Even if you don't want to be part of the team, you still have us to support you."

Caitlin blew out a breath and scrubbed her hands over her face. "Okay," she finally said, sitting up straight. "So what was this about a pool game? You're gonna have to teach me to play."

"Finally," Bobby laughed. "I won't be the worst player anymore."

"Oh don't worry hon," Rogue smirked up as him as she rose to her feet. "We'll get her up to speed in no time. It's a question of skills."

"Of which you are sadly lacking," Kitty sang out as she walked towards the common room.

"Why is it I play with you guys again?" Bobby asked, putting on an air of being affronted.

Caitlin got to her feet too and followed them over, smiling at the ribbing they gave each other.

 _This could work. Take it slow… but yeah. This could work._

The next two days went by quickly. She found herself becoming more adjusted to living at the mansion and to the lifestyles of the mutants. Not all of them were able to really pass within human society flawlessly, but she didn't really mind the differences all that much. She supposed if she'd grown up among bigotry or the like it might have been harder, but as it was she had no preconceived notions of race or sex or genetic mutations to really worry about it.

Kurt still gave her the creeps, as much as she tried to overcome it, however.

After her fifth session with the Professor, he surprised her with news of Lisa. He'd discovered that she was attending UCLA and had written down the phone number for her dorm room in the same meticulous hand.

She sat in her room for the rest of the day, staring at the paper in her hands and unable to decide what to do.

Caitlin looked up at the knock on her door to see Kitty standing there. "Hey, Cat, missed you at dinner," she said cheerfully as she walked in to sit next to her. "What do you have in your hands?"

She looked back down. "It's Lisa's number," she replied quietly.

Kitty looked at her askance. "Have you… Have you been sitting here staring at it all day?"

"Not all day," she mumbled defensively. "I got it from the Professor at our session."

"So just since before lunch then," she scoffed. The other brunette reached over to grab the cordless phone and deposit in Caitlin's lap. "Call her."

"I don't know…"

"I do. Call her. I'll stay with you, if you like."

She took a deep, shuddering breath. "Yes, please," she whispered. She picked the phone up, dialed the number, and waited for someone to pick up.

A strange voice answered, female but definitely not Lisa. "Um, hi, is Lisa Lee there please?" Caitlin asked weakly.

"She is, who is this please?"

"It's, um, an old friend."

She heard the rustle as the phone was transferred over, and the voice that she'd longed to hear again came on. "Hello?" she said.

Caitlin was shocked at the change in her voice from just that one word alone. It was much duller than she remembered, and that small fact made her almost lose her determination, but an encouraging squeeze from Kitty on her other hand helped to forge ahead.

"Lisa?" she asked breathlessly.

There was a moment's silence before Lisa spoke again, her voice quiet and disbelieving. "...Cat? Is that you, Cat?"

"Yeah, it's me… I'm sorry it's been so long…"

"Holy fucking shit, Cat! What... What happened to you? It's been… it's been almost a whole fucking year! I thought you were dead!"

Lisa's voice was somewhere between furious and disbelieving joy, perhaps a mix of both. Caitlin flinched guiltily, but Kitty gave her another reassuring squeeze.

"I… yeah, I almost…" Her breath hitched, nearly a hiccup. "I was sick, Lisa, really really sick, and I got… lost. In my head."

She held her breath, but all she could hear was Lisa's own trembling breathing on the other end.

"I'm still not well, yet… but I'm… I'm maybe getting better. Getting help, from the guy who trained Dr Grey. I've…" She couldn't contain it any longer and let out a small sob. "Oh, Lisa, I've missed you, I'm sorry, I'm so very sorry to put you though… through all of that…"

She sat on the edge of her bed and realized that Kitty had now slipped a comforting arm around her. She leaned into her gratefully. "Lisa… please say something…"

After another few seconds she heard a sob coming from Lisa this time. "I missed you so much," the other girl, who would now be nineteen, whispered. "My heart broke, waiting for you… I gave up hope after six months, I thought… I thought you must have died when all that mess with Hydra and S.H.I.E.L.D. happened, it was all over the news…"

"Yeah," Caitlin chuckled through her tears. "That's what did me in, alright."

"Are you okay?" Lisa asked, her voice cracking. Caitlin heard rustling on the other end, and hoped Lisa's roommate was offering comfort the same as Kitty was for her.

"I'm… no. Not really. But like I said, I'm getting better. I hope."

Lisa sniffled. "I wear your necklace all the time, the amethyst one. And I still have your picture right here, of the two of us from prom. I've cut my hair, now, but I dyed it all purple."

"Really? That's cool," Caitlin laughed halfheartedly.

"What about you? What do you look like now?"

Caitlin let out a breath. "Lisa, I… I look the same. I don't, um, age very fast."

There was a pause of almost a full ten seconds. "You… don't?"

The brunette shook her head, even though she knew Lisa couldn't see her. "No, it's one of the things that laboratory did to me, I only age a year for every ten to fifteen that pass."

"Oh," Lisa breathed. "Wow. So… so I'll look maybe a little older than you now?"

"Yeah."

Lisa sighed heavily. There was another rustling as if she were wiping her cheeks. "Well," she laughed tearfully, "it's gonna draw some looks, me hooking up with a younger woman."

"You…" Caitlin was practically at a loss for words. "Wait, what did you say?"

The Asian girl laughed again, this time with more life in her voice than she'd had since she answered the phone. "What, you think I'm gonna turn my back on you? Dork."

"Am not," Caitlin muttered good-naturedly, a warm bubbly feeling filling her chest.

"Cat, I never stopped loving you," Lisa said quietly.

Caitlin couldn't stop herself and broke into tears. "I love you too, Lisa," she wailed. "I missed you so much, terribly much, so much it's hurt worse than what happened to me sometimes…"

"I missed you too, sweetie," Lisa bawled back, now fully engaged with the waterworks just as much as Caitlin was.

Kitty and Lisa's roommate had to endure another five minutes of very wet and blubbery terms of endearments before the girls agreed it was time to hang up. Caitlin promised to try and call her again, maybe even try and get another email address to keep in touch. She did give Lisa her phone number that she was calling from, and wrote down Lisa's new cell phone number to keep.

After she was done, she turned to Kitty, sniffling and wiping her eyes with her sleeve.

"Thanks, Kitty," she murmured brokenly. "I'm sorry about all that."

"Hey, it's no biggie," the other girl replied gently, handing her a wad of tissues. "I'm glad I could help. That's what friends are for, right?"

Caitlin nodded determinedly. "Right."

She got herself ready for bed after Kitty left and mused over her developing friendship. Kitty was the sort of person that Caitlin would normally have already bonded with, fast and sure, but she knew she had to work harder not to hold back and to accept the friendship.

All because of another that she'd considered to be a friend.

She sighed as she pulled her clothes off and slipped under the covers, turning the bedside lamp off. She'd been her friend. But then she turned on her, and she had to accept that fact.

She had to let Jinx go.

As she lay her head down on her pillow her cheeks were already wet with tears as she allowed herself to mourn for her pink-haired friend. She let herself cry for perhaps a good hour or so as she relived her memories of the friendship she'd lost. Once she was done she actually did feel better, almost cleansed, though emotionally drained between the talk with Lisa and her reverie.

"Goodbye, Jinx," she whispered out loud. "I'll miss you."

For the first time in quite awhile she turned into a feline, resting her furry body on the pillow and her sleep that night as a housecat was dreamless and peaceful.

The next morning she stretched languorously and yawned. She'd allowed herself to forget how much she enjoyed this form and vowed to return to it more often.

Once she changed back she shook her hair out and sighed.

 _Morning_ , she called out inside her head without much hope, the same way she'd used to do back before she was broken.

Incredibly, she got an answer this time.

 _/Good morning, Cat./_

She froze incredulously. It was ever so faint, but undeniably there.

 _Chris?_

 _/Hey, I'm… here. Barely, drifting in and out… but yeah, I'm getting stronger. Be patient, okay?/_

She couldn't help herself. The small teenaged girl began to sob uncontrollably once again, this time in relief, great big gulping breaths and streams of tears.

 _Oh thank God, Chris… I've missed you so much…_

 _/Me too, Cat. Me too./_

* * *

 **A/N:** Right, so where to place this chapter cinegraphically… I'm thinking perhaps right before X2 would work, except that I have Kurt already on board. Maybe after X2, but Jean is still alive and John hasn't left… Aww dangitall, I've just trodden into AU territory, didn't I… Wait, I've got it! I just finally watched _Days of Future Past_ (yes I'm a little behind), so we'll just call this post-Wolverine-saves-the-world. Yay, problem solved! But I'm still clinging tenaciously to the Avengers timeline! Even if by my fingernails!

And yay for an extra-long chapter! Sheesh this one really got away from me…

I was initially thinking of having Caitlin leave the X-Men and heading back towards the Avengers next chapter, but now I'm considering an additional adventure with the other teen X-Men. Maybe a field trip. Any thoughts from you, dear readers, as to your preference?

Thanks for the reads! Major props to my Betas, **PandaAnimeLover** and **KellyConnely**. And wishes of favorable mutations for my favoriters, followers, and reviewers.

 **theradvlad:** I'm sorry! I'm sorry! I'm fixing her, I swear! I'm a terrible person!

 **Aiphira:** Dangit now you're gonna make me blush...

Stay shiny!


	18. Chapter 18

**A/N:** Apologies for the length of time between chapters. Life decided to hit me square in the face. The next one might be a bit in coming as well, but I'll try to pick the pace back up again.

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Caitlin was fairly certain she was having a dream. The first clue being the presence of both Lisa and Natasha, sitting on her bed.

The second being her deceased former best friend, Jinx, standing over her in all of her pink-haired glory.

"Why did I have to die?" Jinx was arguing.

Caitlin threw up her hands in despair. She'd been running through a variation of this argument between the three of them for awhile now and it was beginning to get just a little bit frustrating.

"Look, I'll run through this again," she stated, trying to keep her voice reasonable. "You were Hydra. You tried to kill me. I killed you instead. It's that simple, really."

Jinx gave her a familiar smirk that made her insides clench up in guilt. "If it were that easy, then why am I here?"

The small brunette flopped back on her bed. "Because my subconscious hates me…" she moaned. "I swear to God, I'm never falling asleep in a human form again, I don't ever get these weird-ass dreams as a kitty cat…"

"I think the issue here is that you're not sure if you know how to love," Lisa mused thoughtfully.

Caitlin bolted upright again. "What? How can you say that? How the hell can I even think that?"

Natasha looked at her sternly, her bright green eyes glowing in the dim light. "Would you even know what love is? You're not human, you have to be taught emotions. You don't feel jealousy or envy…"

"But I've got the run on the rest of them!" she protested. "I've been happy and sad, guilty even. I've gotten plenty mad. And yes, love!" She looked around at all three women who stared back impassively. "I love you all, dammit! Even Jinx, I loved you too as my best friend!"

"You cannot love, you were never programmed to love," intoned a male voice from the shadows.

Caitlin gulped and pulled the sheet up to her neck, as if that would help. "Okay, don't like where this dream is going now, waking up would be nice, please," she whispered meekly.

Into the light stepped a figure very familiar to her, and yet one she'd never personally laid eyes on before. The man responsible for her very being. Her creator.

The Doctor.

He smiled at her, deceivingly kind and grandfatherly-looking, but she could see the steel behind his gaze and the hint of cruelty in the corner of his mouth.

"Hi, Dad," she squeaked, attempting to summon some of the snark that Eric had instilled in her.

She looked around for support but the other three women had disappeared. "Traitors," she muttered. "Leaving me to deal with this by myself."

"Even if you could love, it would be your undoing," he continued sonorously.

"My what now?" she asked curiously.

"It's in your programming, you cannot fight it. You must destroy what you love."

Caitlin looked at him incredulously and dropped her sheets from where they were clutched at her chin. "Wait, you just said I can't love! So which is it, I can or can't?"

"It's in your nature to destroy," he continued, ignoring her, quite reasonable in her opinion, questioning. "You are an unfinished template, a pale copy of the perfect killing machine."

"Okay, now you're starting to piss me off," she said angrily, pushing herself up to her knees. "You don't know a damn thing about me."

"I know you have gaps in your knowledge," he purred, stepping closer. "Things you don't understand, or know how to do, or how to act. How to respond. Because it was never programming into you. What you think is love is simply loyalty. I assure you," he smiled darkly, "none of my creations can love. You are a killer."

"No!' the diminutive brunette yelled. "I don't believe that! And I want this dream to end now!"

"You can never be normal, never know love," he continued, seeming to loom over her and grow in size. "Because I made you that way."

"Shut up!" she screamed furiously at him.

He laughed then. It was a sinister sound that sent shivers up her spine, and his fingers seemed to grow claws that reached to the ground. "Oh, child, I think I want you to make me."

"I will tear you to shreds, you fucking bastard," she growled, her patience for this whole situation finally at an end.

Xavier's School for Gifted Youngsters

"So the professor wants you to go retrieve this new girl?" Peter was asking incredulously as he walked by Kitty's side. "While all the rest of us are off on other missions?"

Kitty nodded, her mind swirling with the information from the meeting she'd just gotten out of in Professor Xavier's office. He himself had left shortly thereafter, along with Logan, to meet with some high muckity-mucks over in Europe. Peter and Kurt were needed to travel by plane to Colorado to investigate reports of murderous mutant activity there, and both Bobby and John were to accompany Storm up to Ontario to retrieve another young mutant who showed up on Cerebro. Jean and Scott were finally due to arrive by tomorrow evening and could look after the school. That left Kitty and Rogue, and Caitlin if she were willing, to go on this retrieval.

The younger girl, of a height with her but the only non-mutant in the school, had been with them for a week now. They had progressively seen her heal from her mental trauma as she became more open and buoyant with the other teenagers within the X-Men. Kitty in particular seemed to have found a kindred spirit in the other brunette girl, a love for adventure and sometimes silliness that she'd been sorely missing in herself. Sometimes being part of the X-Men meant acting a lot more grown up than their age might suggest.

"It shouldn't take long," she replied, stifling a yawn. "It's an easy one, but the Professor thinks she'll be more receptive to another girl." It had to be at least two in the morning. Why this impromptu meeting couldn't have waited… Oh, except the Professor needed to leave. Right. _I need some serious sleep, I can hardly think straight anymore._

"But you'll take the other girls with you?" Peter insisted.

Kitty stopped and looked up at him sleepily, a gentle smile forming on her lips. "Why, Peter, I'm beginning to think you might care."

The giant man blushed, which she thought absolutely adorable, as he stammed out a nonsensical reply.

He was saved from stumbling over his words any further by the sounds of crashing overlaid with a fierce growling coming from behind Caitlin's door.

"What the-" Peter strode over and hammered on the door. "Cat! Are you alright?"

All thoughts of sleep banished from her mind, Kitty skipped over next to him and leaned her head through the door, only to pull it back out quickly, a shocked look on her face. "Peter, change! Quickly!"

He complied instantly as his skin took on a metallic shine. She didn't hesitate further in grabbing his arm, phasing the both of them, and leading him through the door into a scene of utter chaos.

Caitlin's room had been thoroughly demolished. Every piece of furniture was smashed into pieces ranging from firewood down to small splinters. The bed mattress was shredded into small bits of styrofoam and stuffing, coiled springs scattered about with abandon, and there were feathers floating throughout the air from the ravaged pillow.

And in the middle of it all was a very large, very angry-looking panther who seemed to be rolling about in a frenzy and clawing at the carpet.

"God!" the burly teen boy exclaimed.

Kitty released him but kept herself phased. "See if you can restrain her!" she shouted over the loud growling.

Peter gave her an incredulous look but attempted to do just that.

A five-hundred-pound-plus metallic man should have been able to at least give a snarling panther a good run for the money, especially with his increased strength, stamina, and durability.

The diminutive mutant girl didn't really have the time to ponder that any further before his steely form went hurtling through her body and into the door, smashing it off of its hinges.

 _Right, so much for the direct approach._

Kitty ran over to the panther and began to yell over the animal's howling. "Caitlin! Cat! C'mon, girl, are you in there? Wake up! You need to wake up now!"

Eventually her voice seemed to calm the panther down. Then it sat up, a new alertness in its eyes as it surveyed the room, tail flicking anxiously, before it changed into the huddled form of a small teenaged brunette girl very similar to herself.

"Oh, no," Caitlin breathed as tears began to flow down her cheeks. "Did I hurt anyone?"

Kitty laughed and phased herself back in so that she might envelop her newest friend into a hug. "No, fortunately Peter's head is hard enough to take a fall."

"I heard that," came Peter's grumbling voice from the hallway.

More voices could be heard as others from the school woke up and gathered outside, inquiring as to the cause of the commotion.

"It's okay, everything's okay!" Kitty called out in assurance.

Ororo Munroe, also known as Storm, glided through the demolished doorway and looked about with one regal eyebrow raised. "What exactly happened here?" she asked in her rich alto voice.

"Oh, it's alright Storm," Kitty replied cheerfully, attempting to head off any conflict. "Cat just had a bad dream. Everyone's okay, though!"

She was still holding on to Caitlin, who peeked around her friend towards the imposing figure. "I'm sorry," she added meekly.

"Well," Storm commented, "I suppose we'll worry about the mess tomorrow. Caitlin, we'll find another room for you… if you can try not to demolish this one…"

"Oh, it's not a problem, she can stay with me!" Kitty interjected.

Storm quirked her eyebrow again. "Very well." With that she turned and headed back out of the room. She could be overheard telling the other students to return to their rooms. "And Peter, please remove yourself from the floor. See if you cannot move the debris out of the hallway, if you would."

"She intimidates me," Caitlin whispered.

Kitty giggled. "She's not all that bad, really. You just have to get to know her! Now, c'mon, let's get back to my room, alright?"

"Sure, thanks Kitty. I'll meet you there. I'm going to try and… and clean some…"

Kitty walked back to her room, giving Peter a sympathetic pat on the forearm as he headed off to his own room as well. She was getting herself ready for bed when it occurred to her that she needed to dig up some more pillows for one of them to sleep on the floor. Just then there was a knock on the door before Caitlin poked her head through. "Can I come in?" she asked quietly.

"Sure thing, Cat," she replied over her shoulder. _Maybe we can find some extras down in the linen closet…_

She turned to express her idea to Caitlin when she finally got a good look at her. The very naked girl that now stood patiently in her room.

"Cat," she sighed. "Where are your clothes?"

"Well, I seem to have destroyed them all," she replied sheepishly. "My dresser had an unfortunate accident."

"Oh really?" Kitty laughed. "It didn't have anything to do with a very irate panther, did it?"

"Mayyybeee," the brunette drawled back with a grin.

Kitty shook her head humorously. Over the last week she and Rogue had managed to get used to the other girl's propensity for nudity, especially when they had both assured her it wasn't a problem. She thought perhaps Caitlin was happier about the lack of clothing restrictions around her friends than she was about getting a steady supply of bacon in the mornings.

"You didn't give any poor boy a heart attack in the hallway, did you?"

Caitlin shrugged nonchalantly in response. "Only Johnny. He seemed happy enough though."

Kitty snorted in response. "I'll just bet." She made a mental note to have yet another word with Pyro before they left in the morning. Preferably with her hand upside the back of his head. "Well, I need to go scrounge up some pillows still. You want the bed or the floor?"

Her friend grinned easily. "How about we share the bed?"

She blinked uncertainly. While she knew Caitlin preferred girls, the other teen had made no advances on anyone, often proclaiming that she already had a girlfriend by the name of Lisa. Did she now want to…?

But before she could complete the thought, in the space where Caitlin had been standing was now a small black housecat who meowed up at her before jumping up on the bed and curling into a content ball of fluff.

Kitty laughed. "Right. I knew that." She sighed bemusedly and turned the lights off before climbing into bed herself. "You can wear my clothes until we go shopping," she said sleepily as she settled down.

Caitlin uncurled herself and slinked up towards Kitty's face, pawing at the covers.

"You are such a cat," Kitty snickered. She pulled the covers back and Caitlin slipped inside to curl up again next to her, purring loudly enough that the bed vibrated.

She chuckled softly and rubbed her friend's fur. "'Night, Caitlin," she murmured.

The next morning the two girls walked down for breakfast, Kitty in her usual casual attire of skinny jeans and a blue tee shirt under her brown cardigan sweater, while Caitlin was wearing a set of her old clothes, green capris cargo pants and a tight black tank top. Her feet were still bare, however.

"So you want me to go on a road trip with you and Rogue?" she was asking excitedly.

"Sure, if you're up for it," Kitty laughed. "It's a mission, though, we want to retrieve a mutant."

"Retrieve?" Caitlin asked curiously as they entered the line for the dining hall.

"Right, sometimes the Professor gets word through Cerebro when a new mutant is found. If they're young enough we see if we can't bring them here and help them adjust. This one's a girl, about your age. She might have had her power for a while and suppressed it, or maybe she just came into it. Either way, we want to convince her to come with us."

"Cool," she replied, eyeing the line in front. "Better be some bacon left," she grumbled under her breath.

"Well, if _someone_ hadn't been picky about the clothes being offered to her…"

"Hey, I'm used to either sundresses or jumpsuits. Jeans just feel… weird."

"Ah know what you mean," a soft voice spoke up from behind them. Grinning, the two brunette girls turned to greet Rogue, who was already dressed for the road. She had a long black skirt and cream-colored blouse under her green travel cloak, and her elbow-length gloves were burgundy this morning. "So, are you comin' with us then, Cat?"

"Absolutely!" Caitlin replied cheerfully. "Should be fun!"

Two hours later the three girls were finished with breakfast, packed, and on the road. Rogue was driving the rather sedate-looking four-door sedan and Kitty sat up front with her laptop open, while Caitlin braced her chin on her folded arms across the back of their seats.

"Alright, then, so Florida?" Caitlin asked.

"Right. First, though, we need to stop off and buy you some clothes." Kitty glanced over. "You need more than those you're wearing, and shoes besides."

"Sandals," Caitlin corrected mildly.

Kitty shook her head with a smile and looked forward again. "Fine, sandals."

As they headed down the road towards the next major town containing a convenience store, Kitty read off what they knew about their target. "Clarice Ferguson. She's sixteen, born in the Bahamas… looks like her family moved to Florida when she was ten, parents killed in a car accident shortly thereafter… No siblings. Lives with her foster parents and works at their bar." She glanced up. "That might make it more difficult. We'll need to convince the foster parents."

"Why would we need to…?" Caitlin began, but then tilted her head to the side and looked off into the distance. "Oh. I see. So if she were eighteen she could go on her own free will?"

"That's right," Kitty replied easily. They'd been getting more used to Caitlin and her private conversations with her 'resident', as she called him. They seemed to converse sporadically as Chris could only vocalize every so often. He still had a tenuous grip on her consciousness from what Caitlin had explained. Still, the very fact that she could speak with him every so often had done wonders for the recovery of her sanity. The progress she'd made towards stability was obvious to all of them at the school.

The occasional destructive panther nightmare notwithstanding.

"So, do you have one of those satellite thingies?" Caitlin asked over Kitty's shoulder. "To let you on the internet?"

"Sort of, it's a 3G card. We should have access the whole way down, I checked the map and route 95 has pretty good coverage."

"Please don't let her get started on the techie stuff," Rogue groaned humorously.

Kitty smacked her lightly on the arm, cognizant of the need not to jostle the driver. "Don't go making fun of the computer geek," she replied loftily.

Caitlin was silent for a few more seconds before she spoke up again. "Where'd you learn computers from?"

"Oh, here and there. The Professor says I just have a natural talent." Kitty grinned happily. "I'm starting my studies soon for a computer engineering degree. Should know which school I'm going with next month, there's a lot of them that do correspondence courses."

"She's already a certified genius," Rogue assured their rear-seat passenger. "Made the firewalls and stuff to protect the school."

"It's just a hobby right now," Kitty protested. "I want to be challenged, though, you know?"

Caitlin snorted a laugh. "Should try breaking into Stark's computers. Give JARVIS a run for his money. That'd be a challenge."

Kitty rolled her eyes. "I said challenging, not suicidal. Wait," she turned back around. "You do know Tony Stark, don't you. Do you just, like, know him? Or _know_ know him?"

"Um," Caitlin blinked her eyes, nonplussed. "I… know him?"

"Do you think you could put a good word in for me? Maybe he's got, like, something I could work on, or with, or like a project we could collaborate on, or I dunno, even grunt work, if I could do it remotely-"

"Kitty. Breathe." Rogue was grinning widely at her friend's enthusiasm.

Caitlin was frowning slightly, however. "Um… I don't know how to tell you this exactly… But Stark is an ass."

"Really?"

"Oh yeah. Really. Big, huge, unapologetic ass."

"Well, I could put up with a little-"

"He calls me a junior scout."

"But-"

"And asks if I brought him girl scout cookies whenever I see him."

"Well-"

"Ass, Kitty. He's an ass."

"Oh. Hrm." Kitty looked out the window consideringly and the car was quiet for another minute. "But, you know, a professional relationship could be different…"

"Oh, God, fine!" Caitlin broke in with exasperation. "Here, give me your phone for a second."

Kitty slipped her phone out of her pocket, swiped it to log herself in and then handed it back to Caitlin, who stared at it blankly.

"What is this."

"It's a phone."

"No, it's not. I had to take a whole class on using a phone, and this looks nothing like what I'm used to. Where are… How do I make a call?"

Kitty snorted a laugh and pulled it back out of her hands. "It's an iPhone, you must be used to Android. Here… Okay, number pad is pulled up." She passed it back again.

Caitlin grumbled something under her breath that suspiciously sounded like a rather unflattering use for her beloved smartphone while she tapped in a number. She listened for only a second before beginning to speak.

"Hi Clint, it's Cat. No, not mine, I still don't have one, it's Kitty's. Right, my friend down here, Kitty. Anyways, could you do me a favor?" She paused for another second while she listened. "No, I do not ask you... Look, it's one little favor, okay? Stop being such a big baby."

Kitty and Rogue shared a glance, eyes twinkling merrily as they listened to Caitlin berate the famous Hawkeye from the Avengers.

"You are so! Do you give Tasha this much attitude? I could too. Yes, I could. Clint, that was the one time, I still don't know how you managed to evade me, but I will drop-kick you into next week just to satisfy your curiosity. Yes. Yes, Clint, I'm saying I can kick your ass. Are you... Are you done? Yes? Okay. I just need a phone number. Yes, that's it! God, why are you making such a production out of this?"

By this point both of the teens in the front were laughing so hard that Rogue was seriously considering pulling over to the side of the road.

"Clint… No, don't put me on... Hi, Tasha. Yes, I'm good. I just called for… Clint, I swear to God if you don't shut up and… Okay, Tasha? I will love you forever if you could put your partner in a chokehold for five seconds so I can ask for one simple favor. Can you do that for me?"

Caitlin looked up at the other two girls, grinning. "Ohhh, yep that sounded painful. Thanks, Tasha! Yeah, so I just… Right, just wanted a phone number, please. Tony Stark. No, not for me. Yes, I still think he's an ass. I'm glad you agree. Please, Tasha, just the phone number, it's for Kitty. She's a…" Caitlin put her hand over the phone. "What did you call yourself?"

Before Kitty could open her mouth, Rogue chimed in merrily. "She's a huge computer geek!"

"Right, she's a huge computer geek. Wants to meet Stark. Yes, I warned her. Right. Okay, can you just… Cool, thanks, Tasha, you're the best! Oh, and you should let Clint breathe again. Okay. Yep, I am. Of course I'm careful, hey, it's me, alright? ...You don't need to laugh that hard. Yes. Okay, love you too, Tasha. And give Clint my love too, even if he is a huge dork. Bye."

She handed the phone up towards the front just as it began to buzz. "Okay, she texted the number to you. I take no further responsibility for what you do with it."

"Caitlin Brown, you are one badass friend," Kitty grinned over her shoulder. "Thanks, sweetie."

"You betcha," Caitlin replied. "Hey, do you think the town we're going to has a diner or something? I didn't get enough bacon for breakfast…"

There was indeed a diner at the next town, and Caitlin was finally satisfied with her bacon allotment for the day. The three teens made another stop into a large convenience store chain to buy her some new clothes and another pair of sandals. Once acceptably clothed they were on their way again, heading down south.

Rogue and Kitty traded off on the driving so that they could make as best time as possible. Caitlin, unfortunately, did not know how to drive, and so was regulated to the back seat to entertain the others and serve as the occasional reminder of when a bathroom break was needed.

They made fair enough time, considering the amount of traffic on the road, and finally turned in for the night at a motel in Georgia.

Rogue did the talking at the front desk as she sounded pretty much like a native of those parts and got them a decent enough room to share.

"So, Kitty," Rogue began as they sprawled across the pair of beds in their hotel room. "Are you goin' to ask Peter out?"

"Thinking about it," Kitty replied seriously. "He's too shy for his own good."

Caitlin sat up in surprise. "Wait, really? You and Peter?"

Kitty nodded with a grin. "Yeah, I've been working him for awhile now. I know he's got feelings for me too, he's just, well…"

"Non-aggressive," Rogue snorted.

Caitlin laughed. "Seems plenty aggressive when we train, though."

"That's different," Kitty replied. "And what about you, little miss kitty-cat? You going out to California anytime soon?"

Caitlin leaned back once more against the headboard. "I've been thinking about that, actually. Well, Chris and I have. I should have money still in my account from when I worked with S.H.I.E.L.D., I just have no idea how to get to it. So, when I feel like I'm ready to leave you guys, I'll head to New York City first and talk to a lawyer friend of mine. He can help me get to my money, and then I can buy a plane ticket."

"Wow, you really have given it some thought." Kitty looked down at her hands. "So… I guess you'll be leaving us pretty soon then, huh?"

Caitlin sighed. "Yeah, I think so, at least in a few weeks anyways. The Professor thinks a month will be enough to repair the damage that was done, or at least get things to the point where I can heal on my own. As much as I absolutely love you guys… I'm not a mutant. If there's a team I belong on, it'd be the Avengers I suppose…"

"Well of course it'd be, hon!" Rogue exclaimed. "The things you can do, why, you'd be awesome!"

The small brunette shrugged her shoulders halfheartedly. "I dunno, guys, I just…" She sighed again and glanced up at them, a vulnerable look on her eyes. "I don't feel like a hero. I don't… It was so much easier with S.H.I.E.L.D., you know? I was given missions, and I did them. I did some by myself, and some with a team, but they were all… mundane. Capturing or taking out bad guys. What the Avengers do, it's on such a bigger scale…"

Kitty leaned over and clasped Caitlin's hands reassuringly. "You have very special gifts," she began earnestly. "Just think of what you could do with them on that bigger scale. And, hey, not all of what they do is, like, global. Just like the X-Men. We sometimes have to battle the big enemies, and sometimes we trek on down to Florida to convince a mutant girl to join us."

"Huh. Yeah, I suppose… Yeah." Caitlin nodded slowly. "I could be a part of it, part of something bigger."

"Just give it a try, hon," Rogue murmured encouragingly.

The three girls eventually settled in for the evening and fell asleep, Rogue in one of the beds and Kitty in another. Caitlin the cat switched between the two beds throughout the night to curl up next to her friends, giving equal opportunity for feline companionship.

They gathered the next morning at the attached restaurant next to the small motel for breakfast. While they waited for their food to arrive, Kitty looked Caitlin's attire over humorously. "You know, we did buy you new clothes," she reminded her.

Caitlin glanced down at the green capris cargo pants and tight black tank top that she'd borrowed from Kitty the day before. "I kinda like these," she mused. "Getting used to how they feel. I can see how they might be more practical in a fight than a sundress."

"Arya expectin' a fight before breakfast?" Rogue grinned.

"The day is young still," the small brunette snarked. "Besides, I'm wearing my new sandals."

"Which suspiciously look exactly like your old ones," Kitty observed.

Caitlin shrugged her shoulders unconcernedly as the waitress approached. "Hey, I'm a cat. We're creatures of habit."

When the food arrived, Caitlin smiled eagerly down at her plateful of bacon but then frowned at the accompanying bowl of some white substance. "What is this?"

"We're in the South, hon," Rogue explained. "Those're grits."

Caitlin eyed how Rogue prepared hers and mimicked her actions, applying butter and salt and pepper. She took a cautious bite but immediately screwed up her face comically.

"No. Just… No. You want to eat mine?"

"Sure, ah do believe ah will."

Kitty pushed her untouched bowl over as well. "Be my guest. I'll stick with the waffles."

By late afternoon they had arrived in the border Florida town where Clarice's foster parents lived and owned their bar. They tried the house first, a small and rickety affair with a barren yard, but it was empty.

"So, the bar, then?" Caitlin queried.

"Yep, the bar," Kitty answered, looking up the directions.

Caitlin peered out the rear-seat window at the town that rolled by. It seemed to be slightly run-down and unpopulated even though it was in fairly close proximity to the highway. "So what kind of a bar are we expecting?" she asked with idle curiosity.

Rogue shrugged from the driver's seat. "Ah expect some sorta country bar. Maybe you can ride the bull."

"Ride the…" Caitlin blinked her eyes uncertainly. "Say again?"

Kitty grinned to herself as Rogue explained the intricacies of mechanical bull-riding. Somehow she hadn't expected the soft-spoken and reserved southern girl to be so conversant in that aspect of the region, but she'd learned long before that Rogue could be a surprising well of information.

"Alright, ladies, looks like the address is coming up… right over…" Kitty looked up across the street from where they had come to a rest at a stop sign. "There."

"Is that a country bar?' Caitlin asked curiously.

"No, hon, that ain't," Rogue replied with a sigh.

It was a wide, low, windowless brick building, which was unremarkable in and of itself. However, the most distinguishing feature was the parking lot out front which was filled with motorcycles of all sorts and colors. Not a car was in sight.

"It's a biker bar," Kitty breathed incredulously. "She works in a biker bar."

"And that's… bad?" Caitlin queried, still uncomprehending.

Rogue shot a smirk over her shoulder as she began to maneuver their sedan into a parking space. "Well, for starters, we're likely gonna stick out a bit."

The three girls exited the vehicle and stood outside the front door to the bar. The heavy beat from the industrial rock music could be felt from where they were.

Kitty glanced between her two friends. "Ready?"

Rogue nodded wordlessly, a determined set to her mouth, but Caitlin was grinning widely. "Let's do it," the other brunette said.

The music hit them like a blast of hot air when they opened the doors and strode through. Kitty paused and blinked her eyes, trying to clear them from the cigarette smoke and peer through the dim lighting, but Caitlin already had her hands on their elbows and was steering them towards an unoccupied table. _Sometimes it helps having cat-vision_ , the brunette mutant teen thought to herself humorously.

The round table was in the corner and allowed all three of them to sit with their backs to a wall. Rogue was in the actual corner with Kitty on her left and Caitlin on her right.

Now that her eyes had adjusted, Kitty could tell that the bar was as crowded as the number of motorcycles outside had implied. And just about every single one of them had paused in what they were doing, be it conversation or drinking or playing pool, to regard the newcomers levelly.

"Well now, if this ain't just the most unfriendly greetin' I ever done received," Rogue drawled humorously with an undercurrent of nervousness and tucking her white forelock back behind her ear.

"Relax, girls," Caitlin said, the confidence evident in her voice and posture. "I'm your bodyguard."

"Really?" Kitty asked with a smirk.

"Why else would I be along?" the other girl reasoned. "I'm not the diplomat, that's you guys."

As she was speaking, a girl who looked to be about sixteen walked up. She wore fishnet stockings and shirt under a black miniskirt and vest, and had a white apron on that looked rather incongruous with the rest of her outfit. Most notable, however, was the purple hair framing her face and the purple tattoos around her deep green eyes that seemed to glow in the dim light.

The waitress looked at the three teens sitting around the table with a certain degree of nervousness. "Hi, I'm Clarice. Are y'all sure you're in the right place?"

"Pretty sure, yeah," Kitty replied. The music had stopped and nobody had gotten up to start another song. The entire bar was eerily quiet with only a few whispered conversations to break up the hush of the crowd.

"Oookaaayyy," Clarice drawled back uncertainly. "Well, can I get you girls anything?"

"We actually wanted to see you, Clarice," Kitty said softly as she leaned forward, introducing them in turn. "If you're not busy, can you bring us pops and come sit with us for a little bit?"

The purple-haired girl frowned at them suspiciously, but Rogue raised a calming hand and spoke up in her soft southern lilt. "It's alright, hon, we just wanna talk, honest."

Clarice nodded slightly. "Three sodas, comin' up." With that she spun around and headed for the bar.

Caitlin leaned across Rogue to give Kitty an impish smile. "Pops?"

Rogue chuckled lightly. "Midwestern gal. Personally, I just call 'em cokes."

Kitty nodded good-naturedly as the conversation began to pick up again amongst the bar patrons.

They waited patiently for Clarice to return with their drinks. She sat the frosty glasses in front of each girl before setting her tray down and pulling out a chair to sit.

"So, what did y'all want to talk with me about?" she asked nervously.

Kitty took a sip of her drink and gave her a reassuring smile. "We're from a school for gifted kids up north. Especially for people like us, to help us adjust and control what we can do."

Clarice sucked in a quick breath and glanced around. "People like… us?"

Rogue nodded. "Mutants," she breathed, audible to only those at the table.

"I don't…" Clarice seemed to be on the verge of tears. "Please, I won't use it again, I didn't mean to…"

"It's alright, hon," Rogue said, reaching out with a gloved hand to lay it on the distressed girl's arm. "We're not here to punish you, or cart you off against your will. We just wanna help you."

While they spoke Caitlin was looking around the room, keeping an eye on the other bikers. She noted that the bartender, likely Clarice's foster dad, was eyeing them suspiciously, but so was another group of heavily tattooed and leathered men nearby. So far they were content to limit their involvement to glares alone, but she paid particular attention to their body language, waiting for something to shift.

"What is it you can do?" Kitty was asking.

Clarice stared down at her hands as her fingers twisted together miserably. "It doesn't always work," she whispered. "And I can't always control it. I think… I think I might've hurt folk." She looked up then, tears glistening in her eyes. "I didn't mean to, though, I swear it!"

"We're not gonna judge you," Rogue assured her.

The purple-haired girl nodded and dropped her gaze again. "What I can do… I'm not sure how, but I can make a… well, it's like a little doorway from one place to another. Works better if I can see the endpoint." She smiled a little bit. "I like the color of it, it's a pretty glowy kinda purple."

Kitty sat back consideringly. _That was quite a powerful mutation, with a lot of uses. In fact, it'd be valuable to a lot of people…_

"Clarice, has anyone else approached you about your power? Or does anyone else know?"

The other girl shrugged. "Ain't been anyone asking, but my foster folk know. Coupla times I woke up…" She swallowed. "I was covered in blood. I think my… portals… If they close early and someone or something is coming through, it kills them. And I can't always control 'em when I sleep, I think they open up without me knowing." She looked around at the three girls. "So… you're all mutants?"

"Rogue and I are," Kitty affirmed. "Just about everybody at the school is."

Clarice looked curiously at Caitlin, who shot her a grin without taking her eyes off of the rest of the bar. "I'm the bodyguard."

The young mutant sighed and glanced over her shoulder at her foster father who was now conversing with one of the men from the table of suspicious tattooed bikers. "I don't think they'll let me go, though. They like having me around to wait on tables, and they get money from the state."

"So, you don't get paid for this?" Kitty asked incredulously.

Clarice shook her head. "They call me a freak," she whispered. "All of 'em. I just… I would love to be with folk who would understand…"

Rogue nodded firmly. "And we would. All of us, we've been through it and more."

"Hey Kitty," Caitlin broke in with a murmur. "If she's being made to labor, underage, in a bar and for free, that's against the law on several levels. And if she feels unsafe, well, we could remove her from the environment and petition the state to transfer guardianship over to the Professor."

Kitty blinked her eyes at the statement, and then grinned as she realized where the information must have come from. "Thanks for the info, both you and Chris," she murmured back.

"So I could… I could just go with you?" Clarice looked hopeful for the first time. "I can't get to any of my stuff, though, I don't have a key for my house or my room…"

"Your room?" Kitty looked at her blankly. "You mean… Yeah. Okay, I think we're gonna go with Caitlin's plan. Locked doors aren't a problem for me," she finally growled.

"We might have a bit of opposition," Rogue warned softly.

"Yeah, I've been watching them," Caitlin assured the others. "Big and Ugly finally decided to make a move."

Sure enough the large man had left off his conversation with the bartender and now strode over to the table. "Clarice, yer dad sez yer shirkin' yer duties," he grated out in a voice that spoke of several packs a day. "Get yer ass up an' movin'."

"He ain't my dad," she muttered back under her breath.

"What didya say? You backtalkin' me, freak?" The man loomed over her, fists balled at his sides.

Rogue and Kitty tensed, but Caitlin pushed her chair back first. "Relax, girls, I got this," she said breezily. "Need to let loose some energy, anyway."

"Cat…" Kitty said warningly.

"I know, I know, no fatalities." Caitlin walked over to the big man who was easily a foot and a half taller than her. "Wow, you sure are a big one. Smelly, too. You ever bathe?"

The man looked down at the tiny girl incredulously. "Why you-"

Caitlin held up a finger. "One sec. Kitty, you got a quarter?"

"A quarter…? Yeah, sure…" Kitty dug one out of her pocket and flipped it over and across the table. Caitlin caught it easily and walked over three steps to the jukebox.

"Now then, for today's entertainment, we need some music," she proclaimed loudly. The entire bar was now focused on the diminutive teenaged girl. "My first bar fight should have a soundtrack."

The big man was still rooted to the spot, staring at her disbelievingly.

She rapidly scrolled through before landing on one song that she seemed to like. "Oh, good choice," she murmured as if to herself. She inserted the quarter and a heavy bass started up.

"Right then, let's do this!" Caitlin said cheerfully. She took one hop forward before jumping straight up, spinning in a circle with her foot outstretched. It caught the large man square on the jaw, and he collapsed to the side, knocking another patron off of his chair.

 _Well I am the Lecher Bitch and I wear the X of castigation  
_ _I am the whore of the extreme  
_ _I am the heretic and I crave your excommunication  
_ _Look in my eyes  
_ _Get a little starstruck and a little insane_

"C'mon then, who's next?" Caitlin called out gleefully. The entire crowd seemed to surge to their feet as one.

She dove into the group with abandon, her feet and elbows flying about with almost surgical precision. One biker doubled over and clutched his stomach from the foot that had been implanted there, only to fly backwards from the follow-up kick to his face, blood from his broken nose streaming in an arc through the air behind him. Another swung a pool cue at her only to have it ripped from his hands and cracked over his own head.

 _Tell me your story. Don't worry, I won't care  
_ _'Cause I'm the incomparable  
_ _Got a mission impossible  
_ _Just say that you love me_

The petite brunette grabbed hold of another patron and flipped him over her head, bowling over a tight group of bikers.

 _I said HEY! I'm coming all the way  
_ _I've got some hell to pay  
_ _I'm diggin' all the way, all the way down_

One leather-clad woman whipped out a knife and attacked wildly. Caitlin easily evaded the thrust and clamped her hand over the woman's forearm. The snapping of bone was clearly heard over the music and the sounds of the fight, and the biker screamed out before she was cut off by the girl's fist connecting with her jaw. She slumped to the ground, unconscious.

 _Well I am the Lecher Bitch and I call on all who feed on danger  
_ _Taste of the whore, suffer my seed  
_ _Crawl with the heretic and the world outside gets a little bit stranger  
_ _Look in my eyes  
_ _Wanna little star fuck and a little good pain_

One burly biker actually managed to grab the small hellion from behind but immediately regretted his actions. First his kneecap was shattered by the foot that kicked downwards, then his jaw was broken when she flung her head backwards, and finally he was sent airborne to crash into the mirrored row of drinks behind the bar counter. He fell limply to the floor on top of the bartender who was cowering there already.

 _Tell me your story. Don't worry, I've been there  
_ _Crown me your saviour  
_ _Don't worry I'll be there_

Caitlin took a running jump over a pair of approaching combatants with a hand on each of their heads. As she soared over she brought her hands together, and subsequently their heads, and they went down hard. She landed and spun, kicking out the legs from under a group of three men and a woman who had been approaching with a murderous look in their eyes. Once on the ground she quickly dispatched them with swift kicks to their temples.

 _I said HEY! I'm coming all the way  
_ _I've got some hell to pay  
_ _I'm diggin' all the way, all the way down_

The first large man was on his feet again and charged at the diminutive girl with a roar. Caitlin grinned anticipatorily and slid under his running feet, kicking outwards as she did. The man's knee buckled unnaturally outwards to the side and he fell to the ground, screaming in pain. She jumped back up and flipped over so that both feet landed on the side of his head, slamming it into the hard floor and knocking him out cold.

 _Don't belong lording above me  
_ _Won't be hard to pull you underground  
_ _It won't be long 'til ya love me  
_ _Then I'll be coming at your back  
_ _To bring it down_

Caitlin stood and surveyed the room. All forty or so patrons were on the ground, either groaning in pain or lying very still. She picked her way through the carnage, eyeing the prone bikers, until she arrived back at the table where the other three girls were staring at her incredulously.

"All alive still!" she said cheerfully. "And I feel tons better now. Ready to go?"

 _You're coming all the way  
_ _I've got some hell to pay  
_ _I'm diggin' all the way, all the way down  
_ _I said HEY! I'm coming all the way  
_ _I've got some hell to pay_

The four women exited the bar as a framed picture of a Harley Davidson shop fell off of the wall and shattered on the floor. Clarice let her apron flutter to the ground behind her.

 _Crossed your heart but still I lied  
_ _Stick this needle down inside  
_ _Leave you with an open wound  
_ _Left to die alone  
_ _Like an animal_

"That was… amazing!" Clarice gushed. "And you're not a mutant?"

"Nope!" Caitlin replied cheerfully. "Just enhanced. I've been spending some time at the school for something else."

"Um, guys?" Rogue called out as she pulled to a halt in the parking lot, halfway towards their car. "Ah think we might have more company…"

"I was afraid of this…" Kitty groaned.

Standing just on the edge of the parking lot were a pair of very different individuals. One was immensely obese while the other was skinny and blonde. The second man seemed to be wearing some sort of yellow and orange jumpsuit with tubes connecting his wrists to an unidentifiable apparatus on his back.

"Who are these characters?" Caitlin enjoined.

"Big guy is Blob, other one is Burner," Kitty explained rapidly. "Brotherhood of Mutants, kinda the opposite of the X-Men. Not the good guys."

"So… mutants?" Clarice asked fearfully.

Rogue nodded as she clenched her hands into fists. "Blob is the strong one, he's immovable if he wants to be, takes a lot to pierce his hide. Burner is a pyrokinetic like Johnny."

"Has he got… Are those flamethrowers on his wrists?" Caitlin demanded incredulously.

"Alright, ladies," Burner called out. "Nobody needs to get hurt. Just hand over the little one and we'll all go our separate ways."

"You know we can't do that," Kitty replied loudly.

"And you know I'll torch the whole damned town if you don't," the blonde smirked.

"Right then," Caitlin murmured. "Since I just took out a whole biker bar, how about you three handle flame-boy and I'll take the fat one?"

"Sounds like a plan," Kitty murmured back. "Clarice, stick close to me, okay, and don't let go of my hand."

"Don't let go…?" the purple-haired teen started, but by then the action had already commenced.

Caitlin kicked her sandals off and took off in a streak towards Blob, who was grinning widely. As she leaped into the air at him, he just stood there and smirked while she rebounded off of his blubbery torso and landed ten feet away.

"So this is gonna take awhile, huh?" she commented as she picked herself up off of the gravel.

Meanwhile Burner had made good on his threat and began to light up the parking lot. One by one the motorcycles ignited and were lifted up off the ground from the gas tank explosions. Kitty raced through the conflagration, clinging tightly to Rogue and the screaming Clarice, keeping the three of them phased until they could find adequate cover.

They stumbled over an embankment on the other side of the lot and into a ditch. Scooting a few feet over they hid behind a concrete barrier.

"Ah don't think this is gonna cover us for very long," Rogue yelled.

Clarice, though, was panting in terror and too worked up to even worry about their meager cover. "How did you…? The fire went right through us!"

"That's my power, sweetie," Kitty said patiently as she eyed the approaching mutant. "I can phase out, and bring you with me if we have contact. Rogue, could you shut him down if you got close enough?"

"Sure thing, hon," Rogue grinned as she slipped her gloves off. "You wanna walk me up?"

"No, he'd see you coming and you'd have to be unphased to touch him," Kitty replied before turning on the younger mutant. "Clarice, we need you to make a portal right behind him. Can you do that?"

"I don't… I don't know…" she stammered, eyeing Burner fearfully. "If he turns he could roast us!"

"Then we'll have to be fast," Kitty replied grimly. "Tell us when you're ready."

"Okay," Clarice said, breathing deeply and trying to control herself. "Right, I can do this… Okay, I'm ready."

"Rogue?"

"Ready."

"Alright, go ahead Clarice."

The purple-haired girl bit her lower lip and then flung a hand out to the side. A roughly circular portal appeared with a blinking sound, tinged with a glowing purple aura, and in the middle of the portal was the backside of Burner.

Rogue immediately leaped into action, plunging through the portal and grabbing the sides of Burner's face from behind with both hands.

The blonde yelled out in first confusion and then pain as Rogue clung to him tenaciously. He soon sagged to his knees and collapsed to the ground, face-down, once Rogue let go. The mutant girl then turned towards the rest of the parking lot and swept her hand across, immediately stifling the fires still burning.

"Wow," Clarice breathed. "So she can steal people's powers?"

"Just borrow," Kitty remarked as they got up from the ditch. "And it's not painful unless she holds on too long. Easy way to disable a mutant."

"Huh. That's pretty cool," the other girl replied.

Over at the other end of the lot Caitlin was still battling Blob. The former had extended her fingers into claws but could still barely scratch the tough skin of the large mutant, while the latter was beginning to become irked that he couldn't quickly squash the nimble teen.

"Dammit, will you stay still, you fucking bitch?" he roared angrily.

Caitlin dodged his clumsy but powerful blow and rolled out of range again. "Nope, not happenin'." She spied Rogue, Kitty, and Clarice approaching. "You girls done already?"

"All wrapped up," Rogue smirked as she dragged Burner along by the foot with a once again gloved hand. "Would you like some help, hon?"

"Nah, I got this," Caitlin replied as she prowled around the obese man. "Tired of playing now, anyway."

"You think I'm playing anymore?" Blob growled. "Being quick and having claws ain't enough to bring me down!"

"Oh, that's not my main power," Caitlin purred with an evil grin. "Would you like to know what my real power is?"

Blob blinked at the small girl uncertainly. He couldn't understand why this tiny little slip of a girl wasn't intimidated by him. He was the Blob, everyone feared him! "Fine, what's your real power, little bitch?" he sneered. "What could it possibly be?"

"I can make a grown man lose control of their bladder."

He laughed uproariously, the rolls of fat jiggling obscenely. "Oh, this I have to see!"

She shot him another tight grin before launching herself back at his upper torso, but this time what landed on his face was not a little girl but a sleekly muscled and furious panther.

Blob screamed, high-pitched and shrill, as he tried to protect his face from the claws and teeth of the beast. She was a whirlwind of black fur as she attacked him, and all of his efforts at prying her away were useless. He slammed into the ground with a resounding crash and rolled around pitifully, screaming all the while.

Finally he gave words to his scream as he pleaded for mercy. "Call it off, call it off!" he yelled.

The other three girls were clinging to each other in laughter at the sight. "Are you surrendering, Blob?" Kitty snickered.

"Yes, goddammit, yes! Get it off of me!"

Eventually they had Blob sitting on the ground, pouting, with the still-unconscious Burner slumped against him. Caitlin prowled back and forth as a panther still, eyeing the two like rather large sides of steak. Blob flinched slightly every time she let out a growl.

"Well, we can't really restrain them," Kitty mused.

"And it's not like we can have them arrested," Rogue added.

"If we had the jet…"

"...Which we don't…"

"...Then we could take them with us. No room in the car." Kitty sighed. "We're going to have to let them go, aren't we."

"Ah don't see any way around it, hon," Rogue smiled sympathetically.

"Fine," Kitty groused. "Let's go, guys, into the car. Cat, you can't eat him, he'll give you indigestion. C'mon."

The panther turned and with a flick of her tail became a teenaged girl once again, strolling alongside them. "I wouldn't have eaten him," she said loftily. "I don't eat junk food."

Kitty snorted. "The cholesterol from one bite alone might kill you."

"Um, Caitlin," the young newcomer began hesitantly. "You do know you're, um, naked, right?"

"You get used to it, hon," Rogue interjected. "She does that alot."

"We are in public though," Kitty reminded her. "Go hop in the car, I'll grab your sandals. And that's the last time I loan you clothes."

"Sorry, Kitty," the small brunette grinned back. "I'm kinda hard on clothing."

They headed out on the road again towards Clarice's house to retrieve her meager belongings, the purple-haired girl sitting in the backseat bemusedly watching Caitlin pull on a new sundress. "So you don't have a problem with nudity?"

"Nah, it's just not a thing for me. Clothes are just, y'know, restrictive." Caitlin arched her back to pull the sundress underneath her rear end. "I like sundresses, though, they're easy to slip off before I transform."

"You said you liked the outfit before," Kitty reminded her over her shoulder.

"Oh I did, no doubt. It was a lot easier to fight in as a human. Just kinda gets shredded as a panther."

After a brief stop by the still-unoccupied house, they rode up the highway in silence for awhile until Clarice spoke up again. "Hey Rogue… I don't wanna be rude, but… Is that your real name?"

"It's actually Marie," she explained softly.

"Really?" Caitlin asked curiously. "Huh. I had no idea. It's pretty."

Rogue chuckled lightly. "Well, thank you, hon. But ah like Rogue better. It's who ah am now."

"Like a codename?" Clarice inquired.

Kitty turned in her seat. "A lot of us use them. I also go by Shadowcat. You can pick one too, if you like."

"Really?"

"Really."

"Well, okay then…" Clarice pondered only momentarily before her face lit up. "I got one. I always liked the sound my portals make…"

Caitlin leaned over and smiled encouragingly. "So? What is it?"

"Blink."

* * *

 **A/N:** Well, that brings the X-Men fun to an end for now. I'd love to revisit them later, but that might have to wait for a sequel. Next chapter, we say goodbye to Kitty and Rogue and the others and head back towards the Avengers! But, just because it's me, there will be a twist involved…

Song lyrics courtesy of Genitorturers' _Lecher Bitch_. It came up on my playlist and I said to myself, "Self, that would make an awesome soundtrack for a fight." And so there we go! Tried to convey the tempo of the fight somewhat.

Thanks for being patient while I cranked this one out! Much love to my awesome Betas, **PandaAnimeLover** and **KellyConnely**. Hugs aplenty for my favoriters, followers, and reviewers.

 **Aiphira:** Since you asked so nicely, here's more X-Men! I do really like Kitty's character, always have. And yes, I do blush easily. :-) While they didn't get to visit Lisa, there is a planned trip out to her college before this story is done, if I can fit it in…

 **Dracowoman:** Why thank you kindly!

 **theradvlad:** Again with the making me blush! Also, happy to oblige you as well. Stay awesome yourself!

 **Izaria:** Thanks! It might be a little while till the next, but I'll do my best to get it to you soon!

 **Trench gun:** You got it! And I'm glad you enjoyed that one so much!

 **chaosrin:** You, my friend, are a genius. Genius, I say! I already was working out this chapter and had the outline finalized, as well as the next few chapters, but figured I'd end it after that and wait for _Civil War_ to come out for the sequels. (And yes I already took the Wanda factor into account.) But I really like the idea of Caitlin becoming a roving merc of sorts, but pulling her back into the X-Men for some of it… Yeah. I'm rather surprised myself at how much better she fits in there. Oh, and also, no she is definitely not a mutant, you do need the gene for it. But still, it'd be fun to have a non-mutant interact with the X-Men, especially the younger ones. So thank you! You have inspired me for at least a couple of one-shots to follow this story, if not another whole sequel, but based in the X-Men universe.

 **CastBound Graceus:** Yay another BlackHill fan! And thanks so very much for the kind words!

Stay shiny!


	19. Chapter 19

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Xavier's School for Gifted Youngsters

"So what's the plan, sweetie?" Lisa asked.

Caitlin held the cordless phone in the crook of her shoulder while she finished loading up her meager belongings into her new backpack that Kitty had gifted to her. "I'm gonna hoof it down to New York City and try to find Mr Murdock, maybe Jess too. Then I'll see about working my way back up to the Avengers."

"Are you nervous?"

"No, of course not, why would I be nervous?" Caitlin quickly replied.

"Mmmhmm," Lisa murmured. "You're acting very serious. That means you're nervous."

Caitlin almost dropped her phone in surprise. "Wait, seriously? I have a… a… what's the word?"

 _/You have a tell./_

"Right! A tell! I have a tell?" She shot Chris a quick feeling of thanks. It was nice, him having her back once more. Now if Eric and Kyle would just make an appearance...

"To those who know you and pay attention," Lisa answered smugly.

The diminutive brunette let out an exasperated snort. "Okay, fine… So I'm maybe just a little bit nervous. I'm still not… you know…"

"You're gonna do fine, sweetie," Lisa said soothingly. "Remember what I told you before, about that focus of yours? You can do anything you set your mind to."

"Yeah," Caitlin sighed as she sat back down on the bed. She was silent for a few seconds more. "I miss you, Lisa."

"Miss you too, Cat," her girlfriend replied softly. "You'll call me when you can?"

"Soon as, yeah," she affirmed. The petite girl looked up at a knock at her door to see Blink standing there, a humorous glint to her purple-tattooed eyes. "Oh, hey, I think it's party time. Gotta go, alright?"

"You be careful, Cat. I love you."

Caitlin smiled gently. "Love you too."

She tossed the phone back on her end table as Blink entered the room. "You are so cute when you're talking to her," the other teen smirked.

"Shut up," Caitlin laughed as she rose to her bare feet. "Is it time to head down, then?"

Her friend nodded eagerly, her purple hair swinging against her pale skin. She and Blink had become just as fast friends as she had with Kitty and Rogue, ever since she'd been part of the team that had gone down to rescue Blink from an unfortunate foster situation. Since she'd arrived at the school, Blink had become not only more comfortable and skilled with her portal-creating powers but more open and outgoing with her schoolmates as well.

"Everyone's waiting for you," Blink grinned.

"Everyone?"

"Just about."

Caitlin sighed and straightened her bright yellow sundress. "Anybody makes me cry and I'm gonna thump 'em," she groused.

Blink giggled merrily as she linked her arm through the other teenaged girl's and led her out the door. "Don't be such a party-pooper. It'll be fun!"

The two girls made their way down the staircase and into the common room where it did indeed seem as if the entire school had congregated. They greeted her with shouts of merriment, and even the Professor was there, sitting to the side in his wheelchair to see her off.

Caitlin had been at Xavier's school for just about a month, which was the Professor's estimate for how long it would take to get her started down the path of significant healing. Sure enough, she and Chris could communicate with some regularity now. Even Eric was able to make his presence known by vague murmurs, though nothing substantial yet. Chris assured her that the other resident was there and becoming stronger as well. It would just take time.

Of Kyle, however, there had been no trace, no word yet. She tried to push her concern to the side and trust that her mind would continue to heal. She had to believe that.

The sole non-mutant at the school had found herself in the odd position of a role-model of sorts for some of the younger students. She had wanted to become useful while there, and as she had no mutant powers to train or classes to attend, the Professor convinced her to try out teaching. She had been a combat instructor for some of the younger adolescent students, working with them to hone their non-mutant skills before Logan got ahold of them once they grew into their later teens.

The latter mutant, Wolverine, had formed an odd bond with the petite girl. He had lived an incredibly long time, since before the American Civil War, and could offer her some perspective on what that was like as she would experience similar, though not as unchanging, longevity.

She walked over to the gruff and compact man who was standing against the wall and nursing a beer. She held up her glass of lemonade and clinked it against his bottle. "So, maybe fifty years or so, I'll look you up when I'm legal, we can go bar-hopping," she quipped.

Logan barked out a laugh. "Sure, kid. You gonna be alright on yer own?"

Caitlin smiled affectionately. "I can handle myself, tough guy, but thanks for the concern."

She felt a tug on the hem of her dress and looked over to see Jillian, a small ten-year-old girl who had grown particularly attached. "Cat, who's gonna teach me to beat up the bad guys when you're gone?"

The small brunette teen laughed and bent over to give the young mutant a tight hug. "Aw, Jilly, you'll be just fine. Both Kitty and Blink are taking over my classes, they'll get you kicking butt in no time."

The little blonde girl sniffled and buried her face in the yellow sundress. "Yeah, but they're not you," her muffled voice sounded from the folds of the materiel.

Caitlin laughed again and picked her up. "Jilly-bean, you're gonna be a hero in your own right some day. But I gotta go off and do my own thing now. I'll come back and visit though, alright?"

The little mutant blinked her pale grey eyes at her. "You promise?"

"Yeah," Caitlin said softly as she touched noses. "Promise."

Eventually it was bedtime and the party began to break up. Caitlin was left sprawled across the couch and over Johnny, Rogue, Blink, and Bobby. Peter was sitting in an armchair with Kitty in his lap.

"I'm really gonna miss you guys," Caitlin sighed.

"Well, you're just gonna have to keep in touch with us," Kitty smiled back reassuringly. "Let us know how you're doing."

"Yeah, don't just make us watch the news to catch your heroics," Bobby snarked.

"Remember the little people," Johnny grinned.

Rogue sighed despondently. "It's always the same, they go off and become famous, leave us all behind…"

"No postcards, no letters…" Peter continued with a wide smirk.

"They never write, they never call," Blink giggled.

"Oh, for God's sake," Caitlin laughed from her prone position, her head in Blink's lap. She became serious then and looked around at her friends. "You know, if you ever need me, I'm just a call away, right?"

"And you don't know how to drive," Johnny reminded her. "How are you gonna help?"

"I run really, really fast," she replied loftily, and then joined the other's laughter.

"Well, you know the same goes for us," Kitty eventually interjected. "You need us for anything, even if you just wanna talk, you have all our numbers. Once you get a phone, you let us know, okay?"

"You got it," Caitlin promised.

Hell's Kitchen. New York City.

It took longer for her to get from Xavier's school into New York City than she'd anticipated. Granted, she had done so on foot and left an hour later than she'd intended to leave, but she couldn't resist one more breakfast to get her fill of bacon with her friends. And then she was striding through the gates, dressed in a pale green sundress and her favorite sandals, waving merrily goodbye and heading down the road towards the urban vista.

Caitlin knew that the Murdock law offices were somewhere in Hell's Kitchen and had even looked the address up, but still by the time she arrived it was after office hours. She stood in front of the dilapidated brick building and let out an exasperated sigh.

 _Well, now what._

 _/Could try to look up Jess, or just wait for the morning./_

 _I don't want to bother her and crash at her place, Chris, she's got a boyfriend now. For all I know they could be at his place. And I've still got no money, aside from the pocket change everyone collected for me. That's enough for meals but not a room._

 _/Who said anything about a room? There's a nice rooftop across from the building./_

Caitlin looked up and grinned. _Just like old times, huh?_

 _/Well, we do seem to spend a lot of time on the roofs in New York./_

 _I should print out a brochure,_ she thought to herself amusedly as she walked across the street and down an alleyway. _Visiting New York City by the rooftop, a guide for the enhanced tourist._

Chris laughed quietly in her head. _/You're in a much better mood that I expected./_

 _Suppose I am. It's a new chapter, right? Much as I'll miss the school, I'm also excited about seeing Tasha and Clint again. Even Steve._

 _/And what will you do when you see Wanda?/_

She paused at the foot of a fire escape ladder. _I'm just not gonna worry about that yet. I'll deal with her when I see her._

 _/Cat-/_

 _I know Chris, I know. It's gonna be tough. But I'll deal. And who knows, maybe someday I might even bring myself to forgive her._

Chris had no further answer as she bent her knees and leapt upwards, using her hands to assist, to land on the third story metal grating. She continued her acrobatics until she reached the rooftop, seven floors above street level. She rested her back against the stairwell outcropping and looked over the city.

 _I forgot how much I liked this place. Kinda missed it as well._

Her musings were suddenly interrupted by the slight scuff of a foot landing behind her. She whirled and dropped her backpack at her feet, coming into a defensive crouch and bringing her hands up in front of her.

The man was dressed all in black and had a matching black mask of some sort wound around the upper part of his face. Her enhanced vision noted that it didn't seem to have any eye holes. And then his scent hit her and she eased herself out of her stance with a grin.

"Matt?" she inquired softly.

The man straightened as well. "Miss Brown. I should have suspected it was you lurking on a rooftop in my town."

"Well, you know, I figured I'd do a little lurking for old time's sake."

Matt Murdock barked out a quick laugh as he crossed the rooftop and gripped her forearms in greeting. "It's good to see you. I'm glad you're still alive."

Caitlin grinned up at him and pulled him into a hug, surprising the man. "Well, I'm glad to be alive," she replied quietly.

After she released him he looked around the rooftop curiously. "So, did you have an actual reason for being up here across from my office?"

"Well, I did need to see you, but got into the city after hours. Figured I'd wait up here till the morning."

Murdock shook his head in exasperation. "You can't stay out here, it's supposed to rain tonight."

"Sorry, didn't check the weather."

"Neither did I. It's on the wind."

"Seriously? You can smell the rain coming?"

"Sure. If you concentrate and breathe in, you could too."

Her eyebrow quirked skeptically, she closed her eyes and inhaled. Over the scent of the city, the pollution and smoke and people, she caught the distant wind as it blew in from the river. It didn't smell like anything special, but she really didn't know what she was looking for.

"Nope, sorry," she replied after a minute or two. "I can't really smell it."

"Well, maybe it's a learned talent."

"Maybe. So, I suppose if I can't stay up here, I'll track Jess down. Do you have her phone number?"

Murdock shook his head again. "Ms Jones and her boyfriend are out of town. Come on, you can stay with me."

"Oh. Okay, sure." She bent down and grabbed hold of her backpack, slinging the straps across her shoulders and tightening them. "So which way?"

"Well, now," he smirked, "why don't you just try and keep up with me?"

Caitlin grinned back, knowing that even if he couldn't see her he'd be able to detect the humor in her voice. "Oh, I'll keep up with you, all right."

The pair shot off across the rooftops, leaping across alleyways and scampering over obstacles. The diminutive brunette exulted in the freedom of the run, even as she noted that he was taking her in a circuitous route. She also marvelled at how well he could navigate the treacherous heights without use of his eyes.

Eventually they ended their trek on the roof of an apartment building. She followed him down a fire escape to a window facing a large neon sign and slipped inside what must have been his apartment.

"Make yourself at home," he said nonchalantly, gesturing to a comfortable-looking couch. "There's a light switch by the door."

"That's okay," she reassured him as she sat her backpack down and plopped onto one end of the couch. "I can see just fine. It's a very nice place."

He walked into the bedroom to change. "Thanks. Got it cheap due to the view."

Caitlin chuckled as she looked out the window at the large blinking lights. "Yeah, I can imagine."

Murdock walked back out in grey sweats and a white tee shirt. "Get you a drink?"

"Water, please."

When he'd returned with two glasses of water and sat himself down at the other end, he regarded her levelly through the sunglasses he'd once again donned. "So, Caitlin. What was it you wanted to talk to me about?"

"Well…" She paused consideringly. "How much do you know about what happened to me?"

"I do know some from what I've gleaned through unofficial channels. How about you give me the condensed version."

She did just that, skimming over the fate of her team in Sokovia but emphasizing the collapse of S.H.I.E.L.D. and how the subsequent assault left her broken and mentally shattered, missing and presumed dead for some time.

"...And so after about a month, the Professor said I was pretty much ready to move on," she finished succinctly. "I'm healing on my own now, and much better than I was."

Murdock nodded slowly as he sipped his water. "Quite the tale, and I'm even more grateful that you've come as far as you have. But, that still doesn't explain what you need from me."

"Well, when I worked for S.H.I.E.L.D. I had a salary and a bank account. But I don't have any idea how to access it," she confessed. "I don't even know if it exists still. I heard there's a S.H.I.E.L.D. functioning once more, of sorts, but I don't really want to incorporate myself with them again. I just want to give the Avengers a try. Is there any way you could get to the bank account so I can access my money?"

The blind lawyer nodded again agreeably. "That won't be a problem. Might take a few days, though. Technically, as you're still underage, at least until we obtain official identification, I have power of attorney for you. I had to sign several items for your employment, I should be able to trace where the money went."

Caitlin sighed gratefully. "That would be so awesome. I really appreciate it, Mr Murdock."

He grinned back at her. "It's my pleasure, Miss Brown. Though I will have to charge you this time, you've already hit your limit for gratis services."

She laughed merrily. "Not a problem, you can take your fee right out of the bank."

"Trusting, aren't you?" Murdock asked with eyebrows raised.

"I trust my friends." She said it with a trace of wistfulness, still wanting to believe it with all of her being, but knowing it wasn't as absolute a statement anymore.

"Well then," he replied solemnly, as if he could tell what she was thinking. "I will do my very best never to betray that trust."

They sat there in companionable silence for a few minutes before he sat his glass down on the coffee table. "I'll work on your finances and then contact you at the Avenger's Training Facility when I have something. Would you like the bed or the couch?"

"Oh, the couch is fine, thanks," she assured him. "Um. You're not allergic to cats or anything, are you?"

He chuckled as he rose, taking both of their glasses into the kitchen. "No, I'm not. And if a certain feline feels the need to explore in the middle of the night, just try not to knock anything out of place."

"I'll do my best. Though there's a set of shiny chess pieces over in the corner that just might catch my eye later…"

"Miss Brown…"

"Kidding, I'm kidding! Well, mostly. I'll really try to behave."

Matt Murdock's Apartment. New York City.

She woke early the next morning and quickly replaced the metallic chess pieces back on the board from where they'd been scattered across the floor. She had no idea if she'd gotten the pieces in order, but figured the noise she'd made last night pretty much indicated her guilt anyways.

Caitlin accompanied Murdock on his way into work, stopping off for breakfast in a little corner shop that sold breakfast wraps. She still wasn't fond of the texture of eggs, but somehow when they were wrapped inside a tortilla along with cheese, bacon, and salsa, it was more than satisfying.

"I think I found my new favorite breakfast food," she mumbled around her wrap.

Murdock chuckled as he wiped his mouth from where some of the salsa had escaped. "Always happy to expose people to new experiences."

When they finally got to his office he paused on the steps. "I imagine you want to be on your way, but you're welcome to come upstairs for a bit."

"No, I appreciate it, Mr Murdock, but I do need to get going," Caitlin replied politely. "It's a long trek."

"Aren't you taking a bus?"

"Well, that was my original intent, but I've decided to do it on foot. There's… something I need to check on first. A certain path I want to retrace."

Upstate New York.

 _/Are you sure this is a good idea?/_

 _Yeah, I believe so. It's something I need to do._

Caitlin was crouched on a small grassy knoll overlooking what looked to be a wide, deserted building. Windows were broken and the front doors were gaping open wide, but she'd never forget this place. It was burned into her memory.

The lab where she was created.

She let out a huff of air as she gathered her courage. _I just need to see._

 _/Alright, then, let's get to it. Sun will be setting in a couple of hours and we'll need to find shelter soon. I don't think you're going to want to stay here./_

She paused about ten feet from the front door as a thought occurred to her. _I'm sorry, Chris, I didn't even… This is hard on you too, this is where you…_

 _/Yeah. It's okay, though. I'll cope, I understand this is something you need to do./_

She sighed forlornly, torn by indecision. _Chris… I don't really need to…_

 _/Yes you do. I could feel the conviction in you earlier, don't just not do this on my account. I'll be fine, really./_

Caitlin nodded and moved forward. _Alright, then. You'll let me know otherwise?_

 _/Sure thing, kiddo./_

 _Eric always called me that_ , she smiled to herself wistfully. _Still miss him and Kyle._

 _/They'll return. Have some faith./_

She eased herself forward and through the damaged doorway, peering into the darkness ahead with her enhanced vision. _Looks like nobody's home._

 _/Well, S.H.I.E.L.D. did say they cleaned the place out when they returned here and found it abandoned. What exactly do you hope to find?/_

 _I dunno for sure. Closure? Or maybe just verification?_

The diminutive brunette girl crept cautiously down the hallway, carefully avoiding any glass or debris that might make a noise. The laboratory certainly did look deserted, though her own memories were only from the lower levels and not up here. Speaking of which…

 _Where are the stairs or the elevator?_

 _/Curious. We've been in a full circle./_

 _And I can tell there's been traffic here recently, they tried to cover it up but I can smell their passage..._

Caitlin paused at a section of the hallway with blank walls on each side. _This is odd._ She brushed her hands along the wall on the right, her fingertips tracing an outline as if from memory. _Why do I feel like there should be something right here?_

She felt the shift in air pressure as something moved nearby, and the small girl whirled around in a defensive crouch, her hands upraised. The blank wall behind her had slid aside to reveal six soldiers, all pointing dangerous-looking assault rifles at her.

 _Son of a… They're still here, they never really left!_

She was about to launch herself forward, determined not to be captured by the Hydra thugs. Too late, she detected another shift from behind her, and then her world exploded into bright pain. She fell to the floor, convulsing and twitching uncontrollably.

One of the soldiers approached, his rifle slung over his shoulder, and crouched near her head. "Hurts, doesn't it?" he said conversationally. "We designed the stunner especially for little lab rats like yourself. Oh, yes," he continued, slipping the backpack from her shoulders and pulling her hands towards him. "We know what you are. Must be one of the originals who escaped, hmm? Came back to your old stomping grounds, that was sloppy of you."

He made a condescending _tsk_ ing sound as he secured a pair of large binders that enveloped her wrists. "Now, don't bother struggling, we designed these just for you types as well." He yanked her upwards, easily hauling her petite frame forward and onto the floor of the previously concealed elevator.

She was starting to regain control over her body again, enough to shoot him a glare when he smiled possessively down at her and said, "Welcome home."

Hydra Lab. Upstate New York.

Caitlin was dragged out into what looked to be a waiting area and was dropped unceremoniously into a plastic chair there to the side. She let her head rest against the wall as she surveyed the room, trying not to reveal how much she had recovered from the stunner's effects. She needn't have bothered, though, as the soldiers merely stood by attentively and ignored her existence.

The beige and pale blue colors of the room and adjoining hallway were very familiar to her. This was the floor that she'd escaped from. Obviously the entire operation had withdrawn to the lower level and concealed any indication of their presence. She made a mental note to find out who from S.H.I.E.L.D. had been assigned to clear the lab. If they were still alive after the Hydra fiasco, she was going to give them a proper thrashing. Unless, of course, they were Hydra agents themselves. In which case, for their sake, they had better be dead already.

In the room which she found herself was a built-in receptionist's desk. There was a cup full of pencils on the surface, as well as a telephone, a tray filled with papers, and a computer monitor. The seat behind the desk was empty, however. Lining the walls were blue plastic seats similar to her own. Two of the six soldiers had sat down across the room from her while the other four stood by as if waiting for someone else to make an entrance.

 _/Perhaps the Doctor?/_

 _Oh shit… Oh shit oh shit oh shit, I think you're right… God, I'm so sorry Chris, you were right, I never should have come here…_

 _/Don't worry about that now, stay sharp and look for opportunities. If not now then later when you can take advantage of them. We escaped once before, we can do so again./_

Part of her wanted to cry furiously at herself for being so utterly stupid. But a deeper part of her was past the point of self-recrimination and simply wanted to tear the throats out of every soldier in the room.

 _I could let it loose. The… the beast, the third form. I don't think they know about it, I'm sure these restraints wouldn't hold up…_

 _/But then you might never come back. Let's leave that as a last resort, okay?/_

Caitlin pondered her next move for only another minute before there was a commotion in the hallway. Her head snapped up just in time to see a petite teenaged girl dressed in grey scrubs come vaulting out into the room.

The scene seemed to slow down as each girl noticed the other and their gazes locked. The similarities were obvious, the newcomer was likely the exact same height and had the same face, though it was contorted into a snarl at the moment. The only major difference that Caitlin could see was that her hair was red, slightly longer, and was tied back into pigtails that hung down past her shoulder blades.

Time sped up again as the first soldier, the one who appeared to be the leader, shouted, "Subject is loose! Do not let her at any weapons, I repeat-"

The other girl did a cartwheel over the counter, grabbing the handful of pencils as she did so and flinging them about like throwing knives as she landed on her bare feet. The soldier who was issuing orders broke off in a gurgle as one entered his throat, and two others collapsed to the floor clutching bloody eye sockets.

Caitlin used the distraction to send a flying spin kick out at the nearest soldier, breaking his neck and blocking the way of reinforcements from the elevator if they were forthcoming. Her hands were still limbered but she used her feet and knees to good use, as well as the occasional head-butt.

After perhaps only a handful of seconds all of the soldiers were dead. Breathing heavily, the two girls stared at each other once more. Caitlin noticed that the other teen had a smattering of freckles across her nose and cheeks, further differentiating her from herself, although the pale green eyes and other facial features looked the same.

"We need to leave," Caitlin finally said.

The other girl was still staring at her wildly, as if trying to decide if she were a threat or not.

"Okay, look, they're going to be coming soon. I'm going to get the keys for this, and then I'm out of here." She bent down and rummaged in the pockets of the lead soldier. "You coming?"

"No," the other girl whispered. Her voice was subtly different than Caitlin's, pitched just a shade higher. "I have to… cleanse this place."

Caitlin dropped the shackles from her wrists and rubbed them, considering her words. Her hand crept down to her pocket, though the receipt from Dresden was long gone.

 _I will kill them all._

She'd made a promise.

"Alright," she replied decisively. "Then let's do that."

The other girl nodded and bent down, gathering up what knives she could find. Caitlin chuckled as she bent to retrieve a handgun. She didn't have Kyle's muscle memories or skills to fall back on anymore, but she'd used guns enough herself that she could still handle one well enough.

"Like the blades, huh?" she asked casually when she stood back up.

The other girl nodded distractedly, looking about with her eyes unfocused until they came back to rest on Caitlin. "Yes," she finally said.

"Okay… well, I'm Caitlin."

"Rebecca," the other girl replied.

"All right, Rebecca. Let's go do some cleansing."

The two strode off, shoulder to shoulder, down the hallway. There was an open door a few feet down that the brunette glanced into. A bloody male body in a lab coat was lying face-up with a pen stuck through his eye. They opened the other doors as they came across them, finally revealing a cluster of three scientists gathered around what seemed to be the dissected body of a young girl. One of them looked up sharply, and his eyes grew wide upon seeing the pair.

Before he could take any action Rebecca's hands whipped forward and a knife sprouted from the necks of the other two unsuspecting scientists. They collapsed to the floor, dragging the third down with them, which caused Caitlin to miss her shot.

"Dammit," she sighed, calmly walking forward. "I'm out of practice." She peeked over the countertop to spy the surviving scientist just as his hand came down on a red button concealed under the table. Sirens began to wail as she finally put a bullet into his head.

"Well, that tears it," Caitlin commented as she walked back to where Rebecca was waiting patiently in the hallway.

"It matters not," the redhead said emotionlessly.

"No, it doesn't really," she agreed. "Actually might be easier now if they come to us."

Rebecca tilted her head slightly and considered that statement. "This is true," she stated. "But they will all die anyway."

"Oh, yes," Caitlin grinned ferally as they heard the sounds of running feet in the distance over the sound of the alarm. "They most definitely will."

Hydra Lab. Upstate New York.

The alarms were finally silent, Caitlin having found the control room and shot up the system. The two girls stalked through the hallways on bare feet and leaving bloody footprints as they passed. The brunette girl had to leave her sandals behind as she didn't want to ruin them.

So far they had killed every soldier, scientist, and technician they had come across. Many were defiant, some incredulous, and a few of them begged for their life. It didn't make a bit of difference to the two vengeance-minded girls.

There was still one individual they had yet to come across, though.

As they rounded a corner, Caitlin halted and looked both behind and forward. Rebecca paused as well and regarded the other girl curiously but without comment.

 _Is this… This is, isn't it?_

 _/Looks like it./_

"This is the same path I took when I escaped, years ago," she murmured out loud. "The room I woke up in was just back there, where we killed the last two techs. And the staff room where I found clothing is right there…" She turned and walked forward to the next intersection. "That would have been the garage." She nodded at the bricked-off end of the next corridor. "Looks like they sealed it."

Rebecca just nodded back wordlessly in acceptance. With one last sigh, Caitlin continued on to the other end of the hallway where an unmarked door stood.

Caitlin raised her eyebrows at Rebecca who nodded once more, drawing out another knife and standing back. With a quick jerk the brunette snapped the door inwards, breaking the lock and revealing a large and ornate office. There didn't seem to be anyone in sight, but she could hear the muted sounds of whimperings.

With a grin of anticipation Caitlin stalked forward, the redheaded girl at her side, until they could see the grey-haired man cowering behind the desk.

He stared up at them fearfully, opening and closing his mouth incredulously, while Caitlin turned back to Rebecca.

"Now, I don't want to sound, like, greedy or anything," the brunette began conversationally. "But I kinda feel like I have dibs here since I'm older."

"Are you?" the redhead queried just as conversationally. "And what is a 'dib'?"

"I think so, I escaped over two years ago. And 'dibs' just means I should have the first go at him. So, may I?"

Rebecca considered that for only a heartbeat before inclining her head. "Please do."

"Two years?" the man finally stammered out. He let out a yelp as Caitlin grabbed him by the neck and hauled him up against the wall. Her arm was up over her head, leaving him on his tiptoes to avoid strangulation.

"Wait! Wait!" the Doctor choked out. "You're the Prototype that escaped! Please, wait, I can help you! I can!"

Caitlin snorted softly. "And what could you possibly help me with?" she asked in a deadly whisper.

He continued to talk rapidly, as if it might be his salvation. "Your other form, you have it, yes? The battle beast? It was only in the Prototypes, we left it out of the other models, it was far too volatile…"

"Yes, I'm aware of that fact," she commented wryly. "Still haven't heard a reason not to kill you yet."

"I can help you control it!" he babbled fearfully. "You can't right now, can you? I can help!"

She didn't even give it a moment's consideration, really, just tightened her grip on his neck, causing his words to cut off with a gasp. "I don't want your help," she growled quietly.

The Doctor's eyes were rolling anxiously as he tried to claw at her hand in order to capture another breath. She didn't relent, however, and instead leaned up and in closer to his face.

"By the way, Chris Martin sends his regards."

She wanted him to know, at his final moments of life, just how it happened. How she escaped. She waited for the glimmer of recognition and realization to cross his eyes before she gave her hand a single, vicious twist. The sound of his neck snapping was like a gunshot in the enclosed space.

Caitlin let her hand open and dropped the corpse to the floor, turning and walking away without looking back.

Rebecca regarded the discarded body dispassionately before joining her. "That was perhaps too kind," she remarked softly.

"Likely better than he deserved, yeah. But we need to finish up and get out."

They'd managed to kill everyone in the lab by that point. There were no other experiments, active or growing, for them to be concerned over. The elevator was still on their floor with the one soldier's body stuck in the door, so it would seem nobody had escaped. And that suited Caitlin just fine.

She let Rebecca roam back through the halls to find some clothing other than those now blood-splattered grey scrubs while she herself performed a more gruesome though necessary task. She rifled through the pockets of every corpse to gather up what cash they had. Now that there were the two of them she really wanted to find them a hotel room and get a decent meal.

 _/I find it odd that you automatically trust her./_

She paused in her pilfering and gave the comment serious consideration. _I feel something with her, Chris. Something I didn't feel with the other one, but that I did with Andrea. Somehow, I just know, on an instinctual level. I know I can trust her._

By the time she was done she'd accumulated $1235 in various denominations. Caitlin arrived back at the entrance to see Rebecca waiting patiently for her, now dressed in jean shorts and a crop-top white shirt. Her feet, however, were still bare, though from the bloody towel on the floor it seemed that she'd cleaned her feet off.

"Here, one sec," she murmured as she dug into her backpack. She'd already cleaned her own feet off and slipped her sandals on, but she had another pair inside. "Go ahead and wear these."

Rebecca sat on one of the plastic chairs and complied wordlessly. She stood up and tested them by walking a few paces back and forth. "They feel… strange," she murmured.

"First footwear, huh? Yeah it'll take some getting used to. But lots of places won't let you in without them." She noted that the other girl had tucked several blades into her waistband and carried a few more in her hands besides. "Put those in the bag, I've already stuck a pistol and some extra magazines in there." She pulled her yellow sundress out first and changed into it, leaving the blood-stained green one on the floor.

Again the redheaded girl complied without comment. Caitlin gave her a nod when she straightened up again. "Ready to go?"

"Yes, I am ready," Rebecca replied neutrally. "We should finish the destruction of this place first."

"Oh, I already got that covered," Caitlin smirked. She pulled the pistol out of the bag and sighted down the barrel towards the other end of the hallway where a liquid now pooled, leading into the nearby room. She fired a single shot, and the sparks from the ricochet set the puddle afire.

The smoke was already beginning to spread as the elevator door closed behind them.

Silver Diner. Upstate New York.

A half hour's walk later the pair of girls stopped at a restaurant for dinner. The sun was beginning to creep towards the horizon, and Caitlin realized that at least two hours had passed since she'd stepped foot back in the lab.

They hadn't really talked much as Caitlin was absorbed in her own thoughts, as well as conversing with Chris. But she figured now was as good a time as any to get to know Rebecca a little better.

The brunette glanced up to see Rebecca looking at her menu blankly. "Not used to real food, huh?" she inquired softly.

Shaking her head in the negative, the redhead scratched at a small scab on her temple that Caitlin hadn't noticed before. "No, I am not," she replied. "I do not know what much of this means. But… I do know what they fed me, and what I am used to. Mostly green things."

"Green things?" Caitlin considered that and then peered down at her own menu. "Hmm. Well, we could try a salad for you, nothing too fancy until you figure out what you like. We've got the money, maybe order a selection?"

"That would be acceptable," the other girl agreed softly. She seemed to stare off into space every so often as if distracted, and once again scratched at her scab.

Just then the waitress arrived, and Caitlin did order a house salad for Rebecca but also a wide selection of other sides, everything from breakfast food to a cheeseburger from the children's menu. Rebecca's eyes widened slightly at the list of items.

The waitress eyed her suspiciously, however. "You sure you want all of that food?" she asked skeptically.

 _/Pull out some of the money, she likely thinks you're going to skip out on the bill./_

Smirking, Caitlin slid one of the rolls of bills out of her backpack and flashed it at the woman. "We're good for it," she assured her.

Shrugging, the waitress flounced off to fill their orders, leaving the two girls alone again.

"So…" Caitlin began softly. "Do you… have anyone, up in there?" She tapped her own forehead.

Rebecca was looking off into the distance again. Before Caitlin could repeat her question the redhead gave a slow shake of her head, eyes still unfocused. "No, not anymore," she explained in a murmur. "They inserted the electrodes and something went wrong. I lost the voice, she left me, burned away with fire and pain."

Caitlin gave a soft gasp of sympathy but didn't reply yet as the waitress had returned with their drinks. Rebecca sipped at hers cautiously. "What is this?" she asked with only a trace of curiosity.

"It's iced tea," Caitlin explained. "Sweetened. I understand what you went through, though. I had the same happen to me, but I've been away getting myself fixed. I have one of my voices back, Chris. Hopefully I'll have the other two back as well."

Rebecca looked at her blankly. "You had… three of them?"

Caitlin nodded. "Yep, I call them my residents."

The petite redhead shook her head wonderingly. "That sounds… crowded."

She let out a laugh. "Well, yes, it was at first, but then it was terrible when I lost them. So yeah, I understand. Maybe we can help you as well?"

Rebecca shook her head again as she took another sip from her tea. "No, I cannot be fixed. The damage was physical, a miscalculation."

"Oh." The diminutive brunette teen looked down at her hands. "I'm sorry."

"Do not be. I have adjusted."

"But… When it happened to me, I went out of my mind. Like, literally, my mind broke. How…" Caitlin cleared her throat, trying to be as gentle as possible in her probing. "How do you feel now?"

Rebecca tilted her head and regarded Caitlin solemnly. "At first I was alone, and the emptiness was echoing in my head," she began softly. "And then I saw you in the lobby. And suddenly it was as if I could think again. Ever since I saw you, it has been good." She reached her hand out tentatively and Caitlin met her halfway. As they clasped hands, both the girls looked up in shock. It was like a cupful of ice-cold water was flung into Caitlin's face on a hot summer day, shocking and yet infinitely refreshing.

"Do you feel it?" Rebecca asked wonderingly.

Caitlin nodded. "It's like… like I can breathe again. It feels like… home."

"What are we, then?" the redhead asked warily, as if she were afraid to hope.

"I think… we're sisters. Family."

"Are we? Truly?"

They paused in their conversation again as the waitress returned with some of their food. Both girls ignored her, however, and kept their hands clasped and gaze on each other. They waited for her to leave before resuming their conversation.

"I think so. We were both born from the same lab, pretty much the same process, and from the look of it our models are pretty damn close." Caitlin peered at her intently. "So… what can you transform into?"

Rebecca blinked her eyes uncertainly. "I cannot… transform."

"Oh. Are you sure?"

Rebecca nodded calmly. "I heard the lab technicians talk about such matters. There have been other… models that could. But I was something new. An enhanced human-like model built purely for combat."

"Huh," Caitlin sat back, bemused, and let go of Rebecca. She still felt the connection buzzing in the back of her head, not as intense now that there wasn't skin contact.

The waitress returned with the rest of their food, and this time Caitlin thanked her politely. They both eyed the array of plates with some trepidation.

"Where should I begin?" the redheaded girl inquired.

"Well, this is the salad here… And these are fries, very tasty in ketchup, here, like this… I like the bacon, personally. But you can try a piece as well. Oh, and toast, I really like toast."

Rebecca sampled everything compliantly and gave feedback as to her preferences. As it turned out, there wasn't much she really liked the taste of outside of the salad with ranch dressing and the toast, except that she preferred it with honey on it instead of jelly.

"Well, that's something at least…" Caitlin murmured. "But no meat, huh? For sisters, we sure are opposites in food preferences." She shot Rebecca a grin, which the redhead tried to reciprocate but really only managed to quirk the edges of her mouth.

"So, do you? Transform?" Rebecca asked softly after she'd finished her salad.

Caitlin nodded. In between bites of bacon she briefly explained what she could do, the forms she could assume, and the partial transformation she could use to take advantage of her claws. Even her third form that she'd actively avoided, only having used it twice in her short life.

Rebecca listened attentively as she ate her honey toast. Caitlin had just about finished up the bacon and the cheeseburger, but left most of the rest of the food alone.

"That is very interesting," the petite redhead finally commented. "I believe I understand why the Doctor described you as a Prototype. I do not recall ever hearing of another model that could do all of that."

The brunette girl blinked her eyes uncertainly. "So… you've met other models, then?"

She nodded slowly as she finished chewing her bite. "Three. Two were similar to us, but more similar to you, I believe. They could transform into a panther as well. One completed the operation and was sent away somewhere, but the other died during the procedure."

"Oh." Caitlin toyed with her last piece of bacon. "And the third?"

"A very large man. I believe he transformed into a bear. He also completed the process and was sent for a special purpose. I do not know what that purpose was."

 _So two like me and one like Eric. That's just the ones she knows of. How many others could there be?_

 _/Sorry, I got no answers for you. Maybe you can talk to Steve or Natasha and get them to work with S.H.I.E.L.D., or what's left of them, see what they know./_

 _Good idea, thanks._

They paid for their bill and walked out of the diner, ignoring the curious stares from the staff over the half-filled plates they left behind.

"May I travel with you?" Rebecca asked abruptly.

Caitlin smiled. "Of course you can, Becca."

The redhead turned to her curiously. "Why did you call me that?"

"It's a nickname. Like for me, I go by Cat as well. Is that alright?"

The other girl seemed to ponder that as they walked down the darkened road. "Yes, it is alright."

"Cool. So, I'm heading a little north of here, but we can find a hotel or something on the way. Maybe the next town over, seems kinda big. Might be we even can catch a bus there."

"What is to the north that you are travelling towards?"

Caitlin spent the rest of their trek explaining her history with the Avengers, and the standing invitation she had from them. "And since you're also enhanced, they should be okay with letting you in as well," she finished confidently. "Besides, I'll vouch for you."

"That would be acceptable," Rebecca replied. "So long as I can remain with you. Do you believe all of these Avengers would accept me?"

"I get along with most of them. Well, except for Wanda, of course. I don't…" She sighed to herself. She'd already explained her history with the Sokovian woman, but not the full extent of her misgivings. "I'm not sure how well I can handle being around her," she confessed quietly. "It's hard… remembering what she did to me. Even if she didn't mean to… hurt me, that badly, she still…" She let out another frustrated sigh.

"Do you want me to kill her for you?" Rebecca asked innocently as they entered the town and walked towards what seemed to be the only motel there.

Caitlin considered the request. "That's very nice of you, but I think it would cause complications. She's an Avenger now, and if we attack her the others would object and possibly retaliate."

Rebecca nodded thoughtfully. "What if I were to do so covertly?"

Caitlin sighed once more and shook her head. "Nah, there's too great a chance of discovery. We'll just leave her be for now." She smiled at her sister. "I appreciate the offer, though."

They got a room for the night, one with a pair of twin beds. Once inside Caitlin wasted little time in shedding her clothes and was amused to see Rebecca do the same. They stood perhaps a foot away and looked each over clinically.

"We really are almost the exact same," Caitlin mused.

"Indeed. I can only determine my hair and my facial imperfections as the differences."

"Freckles, Becca," she smiled in reply as she headed towards the restroom. "They're called freckles. And they make you look adorable, so don't worry about 'em."

Rebecca followed her newfound sister, frowning slightly. "I am adorable?"

"Yep, absolutely. Now, let's get ready for bed, alright?"

As Caitlin finally settled in for the night under the sheets with the lights turned off, she briefly considered whether or not to just go ahead and transform now. Part of her was feeling somewhat embarrassed about doing so in front of Rebecca just yet. As she debated, though, she noticed that the other girl had not gotten into bed and was instead standing in the middle of the room, her head tilted slightly to the side the way she seemed to do when she was thinking.

"You okay, Becca?"

"I do not know, Caitlin," the petite redhead replied quietly. "I want to ask something of you, but I am not sure of how it would be received. And that causes some distress."

"Well, I don't want you distressed," Caitlin joked. "Just say it, you're not gonna offend me or anything."

"May I…" Rebecca cleared her throat and began again. "May I sleep with you?"

Caitlin smiled softly and held her sheets open. "Yeah, sure. C'mere."

Her sister slid in and put her back to her. She responded by sliding her arms around the redhead who was of a height with her. It was odd, in a way, to be the one to spoon someone as she'd been the smallest with those she'd shared a bed with in the past. The thought caused a pair of fleetingly small twinges, one of longing for her girlfriend Lisa and another of loss for her once-friend Jinx.

Still, Rebecca definitely felt like the more fragile one of the pair at this given moment. As she reflected on the fact, it became somewhat empowering for the small girl to be able to protect the redheaded teen, to strengthen her.

Feeling their naked bodies pressed together wasn't even remotely sexual, instead it filled her with the kind of peace and tranquility that only sleeping as a cat could afford her in the past.

Caitlin could tell that Rebecca had already fallen asleep, and she was close to drifting off herself. One last thought floated across her consciousness before she let sleep envelop her.

 _I will protect you, my sister. You won't end up like Andrea. I swear it._

* * *

 **A/N:** So the character of Rebecca is one I've had planned for awhile. Took me a little bit to settle on a name, but I like this one better than the others I tried. She's loosely based on the character of Oasis from the Sluggy Freelance webcomic, if anyone is familiar with it.

As always, I appreciate your reading! Hugs to my Betas, **PandaAnimeLover** and **KellyConnely**. Much love to my favoriters, followers, and reviewers.

 **CastBound Graceus:** Glad you enjoyed it! Hope you didn't get removed from your local supermarket, lol!

 **theradvlad:** I felt the same way about Blink! I think if I do a sequel or one-shot based back in the X-Men universe I'll have to include her again, she's a lot of fun. And no, I will never forget one of my first fans! Now, let me get one more chapter out of the way and then we're going to take a trip out to California…

 **chaosrin:** I do still want to stick with the MCU canon as much as possible with this story. It just gives me a good stopping point for now anyways. I'll likely have a sequel to write once _Civil War_ comes out. Going off of the books would be a headache as there are just so many characters involved, and not all of them are even compatible with what they've done in the movies… E.g. Cassie, or Stature as she's known in the Young Avengers. But in any case, yes Cat has no problem breaking the odd bone or two. Or even killing, given the right situation. She can be downright brutal when she wants to, as with the Hydra lab in this chapter.

Stay shiny!


	20. Chapter 20

**Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Avenger's Training Facility. Upstate New York.

Caitlin and Rebecca hopped off of the bus about a mile from the Avenger's property. The diminutive brunette smiled and waved at the bus driver as he departed and then turned to adjust the backpack straps over her shoulders.

"Why did you do that?" Rebecca asked. "Wave to him?"

Caitlin shrugged. "Just being friendly. Never hurts, and sometimes it helps as well. Warms a person up to you."

"But you will most likely never see that man again."

"Very true. But it's become a habit with me now to be friendly to people, whether I'm dealing with them or just in passing."

The redheaded teen nodded her head thoughtfully. She was still dressed in the jean shorts and white crop top from the lab they escaped from, while Caitlin was now garbed in a pair of tan capris cargo pants and a tight black tank top. Both girls wore similar leather sandals. They headed up the access road towards their destination.

"Caitlin?"

"Hmm?"

"Do you… think that Natasha will accept me?"

The brunette girl smiled at her newfound sister. "'Course she will. She's an awesome person, once you get past the steely exterior. You earn her trust and friendship and you'll always be accepted."

Rebecca nodded again. "Then I will endeavour to earn her trust and friendship."

"Relax, Becca," Caitlin smiled again. "Just be yourself."

The small redhead frowned slightly as they trudged onwards. "I do not know who I am, though."

"Well, that's true, we're still working on that. At least we know what food you like now."

"Yes, I am a… vegetarian, you said?"

"Yep, as opposed to my very carnivorous self."

"Does this bother you?"

"Nah, not at all! I find it pretty damn funny, actually."

By that point they had arrived at the gates. While either girl could easily have hopped over they still stopped to observe the proprieties.

"Identify yourself, please," the voice came tinnily over the intercom.

Caitlin smiled and waved up at the camera. "Caitlin Brown, here to see the Avengers. Oh, and this is my sister, Rebecca Brown."

She glanced at the other girl, pleased to see a very slight smile on the normally unexpressive face. She reached over to grab her hand and gave it a squeeze, which was returned.

The gate buzzed open without another word and the pair strode through. They hadn't gotten twenty paces past when the high-pitched sound of small engines came from overhead.

Sam Wilson, the Falcon, landed on the grass next to them and began to walk alongside as his wings retracted into the apparatus worn on his back. "Hey there, Caitlin, good to see you again!"

"Sam, it's good to see you too," Caitlin greeted him warmly. She remembered him being one of the friendly faces from her last, very brief, visit. "This is my sister, Rebecca."

"So I see," the man grinned. "Hi, Rebecca."

"Hello," the redhead replied softly as she leaned around Caitlin to view him.

"Damn, you two…" Sam pushed his goggles up on his forehead and blinked his eyes as he turned to walk backwards, viewing the pair of girls. "That's pretty uncanny. Wait, when you say sister… Does that mean she, uh, came from, you know…"

Caitlin laughed lightly. "It's alright, Sam. Yes, she actually came from the same lab I did. We just met up when I investigated the place, which should have been abandoned but wasn't."

"Huh," he replied as he turned back around, nodding to himself. "Right, well that explains things. Still, that's gotta be pretty awesome, right? Finding family you didn't know you had?"

"Exactly!" Caitlin said excitedly. "It's totally awesome!"

Sam barked out a quick laugh. "Well, you're definitely better than the last time I saw you. You look and sound more like the Caitlin from the stories that Cap and Natasha and Clint share with us."

"She is the subject of stories?" Rebecca asked with a frown.

"Don't worry, Miss Brown, they're all good stories."

"I see," she replied. "And… please call me Rebecca. Or… Becca would be acceptable."

"Becca, I like that," Sam smiled over at the redhead. "So, are you like your sister Caitlin here?"

"Somewhat," she nodded. "I cannot transform, but otherwise I am enhanced as well."

"Cool. And are you thinking of joining up also?"

Caitlin grinned encouragingly. "That's the plan. Who all is around?"

Sam looked ahead thoughtfully. "If you mean of the Avengers, we've got everyone except for Natasha, she's off on a mission but should be back tonight."

"Oh," she replied, slightly disappointed, but then shook it off with another smile. "But Clint's here, right? And Captain Rogers?"

"Yep, they're all inside right now, finishing up with an instructional session." Sam winked at both of the girls. "I already know all that shit, 'cause I'm cool like that."

"Oh yeah, totally cool," Caitlin snickered. She sobered slightly, and tried to keep her voice casual. "And is… Wanda there as well?"

"She is, yeah," Sam replied, looking down at her probingly. "That gonna be a problem?"

"I don't think so," she replied seriously. "I know the last time I kinda… freaked out. But I think it was just more of a shock when the memories returned. I'm hoping to, well… Hopefully it won't be as bad. Not saying we're gonna be best buds or anything," she quickly clarified.

"I will watch over you," Rebecca said calmly.

Caitlin smiled and gave her sister a bump with her shoulder. "I know, Becca. Thanks for having my back."

The other girl stopped and looked at the brunette's rear confusedly. "What about your back?"

"Metaphors, Becca. We're still working on them," she explained to Sam, who was grinning widely at the exchange.

By then they'd arrived at the training facility and walked through the main doors with Sam as escort. It was a bustle of activity inside as personnel with familiar blue jumpsuits hurried about. Some of them even looked vaguely familiar. She spotted Maria Hill in the distance, and her face broke into a smile before it dissolved into a puzzled frown.

"Sam," she began hesitantly. "Are these… Is this S.H.I.E.L.D.?"

"Sorta," he explained. "While this is the Avengers' facility, we're being supported by the new S.H.I.E.L.D. organization, so yeah there's a lot of S.H.I.E.L.D. folk here."

"Caitlin?" a voice cried out incredulously. "Caitlin Brown?"

There was an expectant hush that fell across the room as every person stopped what they were doing. Whispers began to float across the room as a blonde woman hurried over towards the newcomers.

"Did she say Caitlin Brown?"

"That can't be possible… _The_ Caitlin Brown? The one who beat the Black Widow?

"...And took on the killer robot out in Egypt?"

"That's the one who eliminated that evil wizard guy! She's a legend!"

Sam leaned over with a wide smile on his face. "Your reputation precedes you," he murmured.

Caitlin ignored him as she smiled at the approaching blonde. "Maggie! It's great to see you again!"

The former S.H.I.E.L.D. Control operator stopped in front of her and stared with a bemused grin. "I can't believe it…" she whispered. "I thought you were dead!"

"Yeah, I get that alot," she chuckled. "But nope, still around. I'm resilient like that."

"Wow!" The blonde woman stepped the rest of the way forward to give her a quick hug. "It's so good to see you! So, are you joining up?"

"That's the plan," Caitlin grinned. "Guess this is my tryout." She turned towards the redheaded girl at her side. "Becca, this is Maggie, we were recruits at S.H.I.E.L.D. together. Maggie, this is my sister Rebecca."

"Hey, great to meet you as well!" Maggie enthused. Rebecca returned her warm greeting with a shy half-smile, which made Sam chuckle.

"Not used to the attention, huh?" he murmured, stepping over to stand next to her.

The redhead shook her head slightly while she watched her sister interact with the blonde woman. "Not really, no. This is all very new for me."

"Well, I'll try to run interference for you. You feel overwhelmed or anything, you just let me know. Gimme a look or something and I'll make with the rescuing."

Rebecca looked up at the friendly dark-skinned man. "I… Thank you, Sam. You are very kind."

Sam smiled and gently bumped her shoulder with his elbow. "Your sister's not the only one who has your back."

She let out a puzzled huff of air. "I still do not understand what is wrong with our backs that requires attention."

"It's just a saying, Becca. Like, I'll watch out for you, I'll cover you, got your rear, your six…"

Nodding slightly, Rebecca looked back over at Caitlin who was animatedly talking with another, taller woman who had just walked up. "I believe I understand now. Thank you, Sam, for… having my back."

Caitlin was excitedly waving Rebecca over, so she walked a few steps to join her.

"Becca, this is Maria Hill, she used to be Deputy Director for S.H.I.E.L.D."

Maria smiled and offered her hand to Rebecca. "Now I'm assistant to Tony Stark, unofficial liaison between the Avengers and S.H.I.E.L.D."

Rebecca looked at the hand dubiously. She leaned in towards her sister. "Am I required to reciprocate?" she whispered uncertainly.

"Only if you want to," Caitlin whispered back humorously. In a normal voice she gave Maria a grin. "She's still working on the societal niceties."

The redhead hesitantly reached her hand out and grasped Maria's proffered one, who gently squeezed it. "It's not a problem," the tall brunette replied agreeably.

Caitlin leaned back in towards Rebecca once she had her hand released. "Maria's also Natasha's girlfriend, though we're not advertising that."

Rebecca nodded thoughtfully. "I am very pleased to make your acquaintance," she said politely.

"Well, I need to get back to the team," Sam interjected. "They should be about done, but I'll let 'em know you guys are here. Maria, you mind getting them settled and then point them in the direction of the cafeteria?"

"Not a problem, Sam, see you later."

The three women walked together towards the residential section of the facility. Caitlin had been there once before, but it was all new and somewhat perplexing to Rebecca, who kept her head on a swivel as they walked.

"It is very… busy here," the redheaded girl remarked.

"That it is," Maria agreed. "S.H.I.E.L.D. has shifted some of their operations here as well to share in the costs of running the facility, that way Mr Stark doesn't have to shoulder the entire load."

Caitlin snorted softly. "Oh, like he'd care. It'd just give him more bragging rights."

Maria smiled. "Still not too fond of the man, Cat?"

The undersized brunette girl shook her head. "Maria, I know he's your boss now and all, but the man's an ass."

"I'll be sure to pass your opinion along, then."

"Please do," she replied primly.

They arrived at Caitlin's bunk and she was delighted to find that some of her belongings had survived the demolition of the Triskelion. "Oh, look, my dresses!" she squealed excitedly.

Maria chuckled as she turned to Rebecca. "Now, Miss Brown, I do have another empty room for you but it's down the hall a bit…"

"Oh, don't worry about it, Maria, she's gonna stay with me," Caitlin interjected cheerfully.

The tall brunette looked around the room with its single bed skeptically. "Um, alright, do you need another bed?"

"Nope, we're good!"

Rebecca nodded in solemn agreement. "Yes, this is all quite acceptable. Um, thank you?" She turned towards Caitlin. "That's correct, is it not? I should thank her?"

"You're fine, Becca. Thanking is good."

"Very well, then." She turned back around again. "Thank you very much, Maria."

"You're welcome, Rebecca," Maria grinned. "Well, then, let me escort you to the dining hall so you can meet up with the others and I can get back to my very glamorous job of making Tony Stark look good."

Caitlin giggled. "Oh, you're gonna need more hours than there are in a day for that… Besides, I remember the way from here. I can get us there."

"That's kind of you, but…" Maria cut herself off at a knock on the door. Maggie was standing there, grinning, and holding up a pair of temporary identification passes. "Oh, thank you, that's just what I was looking for."

"Anytime, ma'am," Maggie nodded. She gave Caitlin a wink before she walked off and Maria turned back towards the sisters.

"Now, we'll get you situated eventually, but for now please keep these pinned to your clothing. Just so nobody doubts your authorization to be here."

They said their goodbyes and then Caitlin and Rebecca walked back down the corridor towards the other end of the long building. Rebecca kept shooting her sister concerned glances as she noticed her becoming more and more tense.

"Are you… nervous, Caitlin?"

"I'm not…" The small brunette sighed and rolled her shoulders. "I dunno how everyone can read me so well," she finally grumbled.

"I can feel your tension inside of me," Rebecca said quietly in explanation. "It is uncomfortable."

Caitlin shot her a bemused look. "Well, that's gonna take some getting used to," she murmured back. "I'll try not to… project as much, I guess?"

"I would appreciate that."

They entered the cafeteria together and paused at the doorway. It was early still for dinner, but there were a few occupants conversing or eating alone. Caitlin led the pair of them to an empty table and they sat down to wait.

They weren't there for long before a cheerful male voice called out, "The prodigal daughter has returned!"

Grinning, Caitlin leapt from her seat to give Barton a tackle hug. Rebecca stood up as well and lingered nearby with her hands behind her back.

"God, it's good to see you, Clint," Caitlin murmured as she pulled back, wiping a stray tear from her eye.

"You too, Cat," the blonde archer grinned. "Looks like you finally put some weight back on."

The small brunette arched her eyebrow. "Now, I know you didn't just make a comment about a girl's weight."

Barton chuckled. "No, ma'am, you must've misheard me."

"Mmhmm," she replied humorously. "So, Clint, this is my sister Rebecca."

Clint nodded as he looked the redheaded girl over. "Sam mentioned about her, hard to believe… You can definitely tell the similarities, though. Pleasure to meet you, Rebecca."

She nodded back. "Hello, Clint."

Just then the other Avengers entered the room, talking animatedly, and halted at the sight.

"Caitlin!" Rogers called out with a smile. "I'm glad to see you came by!"

"Hi, Cap," the brunette smiled back. "Thought I'd try taking you up on your offer. If it's still good."

"Always was, and still is," he affirmed warmly.

The group passed along introductions for Rebecca's benefit. Vision was as polite and accepting as always while Rhodes seemed a little reserved, eyeing the two of them cautiously. Wanda, however, held to the back of the group, understandably so as the last time she'd met Caitlin the small girl had held a gun to her head.

"Caitlin, Rebecca," the woman greeted them nervously.

"Hello, Wanda," Caitlin greeted her back quietly.

Rebecca just gave her a curt nod.

Rogers cleared his throat, looking between the three women as the tension seemed to grow as thick as the Hulk's biceps. "Is there going to be a problem, ladies?" he asked firmly.

"No, Captain, no problem," Caitlin assured him. Her eyes were still wary, but she smiled again once Clint pulled her arm through his and led her over to the food line.

"C'mon, Cat, I hear the chef here makes a mean plate of bacon," he snarked.

"Oh, Clint, you always know how to win me over," she quipped back.

They eventually sat at the table as a group, with Vision being the only one without a plate. He sat by and politely participated in a conversation with Sam over the properties and powers of something they called a 'Mind Gem'. Rebecca sat next to Sam, chewing on her salad and listening in curiously but not really able to follow it all. Caitlin, meanwhile, waved a piece of bacon around animatedly as she described a bar fight she'd participated in down in Florida, much to the amusement of Rogers and Barton.

Wanda quietly ate her meal on the other side of Vision, listening but not really participating. Both Rebecca and Caitlin did their best to ignore her for the time being.

Rhodes, across the table from Rebecca, leaned in to get her attention. "So, you and your, um, 'sister' have different tastes in food, huh?"

"We do," she replied before taking another bite.

"Uh-huh," he murmured. "So have you tried anything else, then?"

Rebecca nodded solemnly. "I did. Are we conversing?"

He looked around at the others uncertainly before nodding. "Yeah, yeah we are conversing. Is that okay?"

"I am not sure. What is the purpose of the conversation about my eating habits?"

Rhodes gave a slightly uncomfortable chuckle. "Well, I was just, you know, tryin' to be friendly."

"I see," Rebecca nodded sagely. "Then I thank you for your conversation." She returned to eating her salad while the Air Force soldier turned to Sam, confusion evident on his face. The other man just shrugged and bit into his burger unconcernedly.

They had just about finished up when a husky voice called out from the entry way. "Is that my _kotenok koshka_ I hear?"

"Tasha!" Caitlin yelled excitedly. She nearly knocked Clint off of his seat in her rush to get towards the redheaded former agent. The rest of the table turned to look as the tiny girl was enveloped in a hug by the normally reserved Black Widow.

"It's good to see you, _mladshaya sestra_ ," Natasha murmured into Caitlin's curly brown hair. "I've missed you."

"I missed you too," she whispered back, clinging to her tightly for another second or two before releasing her. "Here, you have to meet Rebecca!"

Natasha laughed softly as the excitable girl tugged her along by the hand. "All right, all right, I'm coming, no need to yank my arm off…"

Rebecca stood politely at their approach and folded her arms nervously in front of her. "Hello, Natasha. It is a pleasure to meet you," she said softly.

Natasha stopped and glanced between the two sisters, noting both the similarities and the differences, like how open and effervescent Caitlin was as opposed to the very sober Rebecca. "Well, it's nice to meet you as well, Rebecca," she said warmly. "I've already eaten, but I still have to unpack. Would you like to come back to my room and catch up with me, Cat?"

"Oh, I'd love to!" she exclaimed, grabbing her plate. "Can Rebacca come as well?"

"That's fine," she answered curiously. "You two have become close, I take it?"

"Well, yeah," Caitlin replied, as if the answer would be obvious. "She's my sister."

Rebecca leaned in, an expression of confusion on her face as she noted the plate in Caitlin's hands. "Do we not leave our plates on the table?"

"Nope, that's a restaurant, in a cafeteria like this we take our own plates and return it. Here, follow me…"

The petite redheaded girl nodded compliantly and picked her plate up to follow her sister, Natasha trailing bemusedly behind. Once they were out of earshot, at least for those with average human audioception, Rhodes spoke up in a whisper.

"Okay, is anyone else creeped out by the weird-ass girl?"

Rebecca glanced at Caitlin with a frown as they placed the plates on conveyer belt. She opened her mouth to ask about what he had meant, but before she could do so the brunette gave a slight shake of her head. "I'll explain later," she murmured inaudibly but loud enough for Rebecca to hear.

The three retired back to Natasha's room, which was considerably larger than the girls'. Caitlin looked around the room, her grin becoming increasingly smug as the seconds ticked by.

"What?" Natasha asked suspiciously, dropping her duffel bag on the queen-sized bed.

"Oh, nothing, nothing," the brunette said. She now had a full-blown smirk on her face.

" _Bozhe moy_ , out with it already before you explode."

Caitlin giggled and bounced on her toes. "You and Maria are living together!" she sang out.

Natasha rolled her eyes as Rebecca looked between the two curiously from her perch on the small loveseat against the wall.

"Do you want to know how I know? Do you?" Caitlin was still giggling excitedly.

"Fine, go ahead, blind me with your brilliant deduction."

The small brunette girl danced over to the endtable across from where Natasha stood, lifted up the lamp there and grabbed what was underneath to hold it aloft victoriously. "Doily!" she proclaimed.

Natasha chuckled lightly and shook her head as she pulled her dirty clothes out to toss into a hamper. "You are such a brat. I take it back, I haven't missed you at all."

"You have too," Caitlin laughed as she flopped belly-down on the bed and propped her chin up on her crossed arms. "So, you wanna hear all about my exciting adventure and finding Rebecca first, or do you wanna regale me with the exploits of the Black Widow?"

Grinning, the redheaded woman tossed a balled-up shirt at the girl, who batted it aside with ease. "Go ahead, I'm dying to hear all about our newest addition to the group."

Caitlin and Rebecca's Room

Rebecca lay awake that night, pondering the turn her short life had taken. She could tell that her newfound sister, who was snuggled up behind her with her arm around her waist, wasn't asleep yet either, but left her alone with her own thoughts.

Natasha was unlike most of the other people she'd met. Admittedly before Caitlin had shown up in her life, the only people she'd met before were lab technicians and scientists who were more intent on shaping her into a weapon. They had managed to do that well enough, at least until the final step failed and she'd been damaged. Instead of a mindless and compliant tool, she still possessed her full faculties. However, she no longer retained a moral guide.

At least, she had not. Reflecting upon it further, it seemed to her that her sister now served as her moral compass. She'd had her companion stripped away from inside her head two weeks previously, and until Caitlin had shown up felt empty and aimless. Then, when she'd finally made her attempt to escape, seeing her near-doppleganger there in the lobby…

It was like she was whole again.

Rebecca knew she had a lot to learn still, much to experience and absorb. Natasha had actually recommended she spend some time with Vision, who was also trying to integrate himself into human society. The construct, or android, or whatever he might be, Rebecca was unclear on that part, might have some advice beyond what Caitlin has experienced, since she had Chris to guide her.

Sam was another interesting person. While many of the others seemed friendly enough, he had been unabashedly accepting of Rebecca. The slender girl found the corners of her mouth tugging into a slight smile whenever she thought of the tall and dark-skinned man, but was unsure as to the reason why. Perhaps it was because he was becoming a friend. _That would be nice_ , she thought to herself. _I would like him as a friend._

Her musings were interrupted when Caitlin rose up on an elbow to peek over Rebecca's shoulder. "We have a mission," she whispered.

Rebecca turned onto her back, pulling her long, straight red hair away from her face. She'd let her hair out of her customary pigtails to sleep in. "We do?"

Caitlin nodded, a grin hovering about her mouth. "Indeed. It's gonna require stealth and two stops, one to maintenance and the other to the armory. You in?"

"Of course," Rebecca replied calmly as she sat up and pulled the sheets back. "Should I bring weapons?"

"Good thinking, but no," Caitlin smirked as she bounced out of the bed and rummaged for her clothing. "We're going to try and avoid violence. Stealthy, right?"

"Very well," she replied as she dressed herself as well.

The pair of girls slipped out of their room and down the deserted hallway noiselessly, avoiding the security cameras as they ghosted their way towards their objectives. Rebecca glanced over at her sister, noting the anticipatory grin she wore. She was surprised to feel that she had a matching one on her own face.

Training Grounds

The next morning after breakfast Caitlin and Rebecca donned their grey athletic shorts and shirts that had been provided to them, though they both neglected the running shoes and instead slipped their sandals on, and walked out to the field behind the facility. There was a large track that looped around the field and several sparring rings, mere painted circles on the ground, nearby. There was also an obstacle course behind the track with several levels and routes.

Rogers, Natasha, and Sam were all waiting for the pair near the sparring circles. They were garbed in workout gear as well.

"Ladies, glad you could join us," Rogers smiled. "Are you ready for this?"

"Born ready, Cap," Caitlin smirked.

Rebecca nodded soberly. "Yes, I am ready as well, Captain Rogers."

"Alright, then," Rogers began. "We want to see what you can do. We're going to time you today on the track as well as the obstacle course, but first we'd like to see your combat skills."

The redheaded girl frowned slightly and leaned in towards her sister. "I thought we were to avoid killing here?"

Caitlin nodded and gave her shoulder a reassuring pat. "It's training so we pull our punches, especially if they're not enhanced like us. Fight to disable, but not permanently."

Rebecca nodded as well. "That would make it considerably more challenging."

"True enough," Caitlin smirked. "Makes it more fun sometimes too."

Rogers cleared his throat. "Ladies? You done?"

"Sorry, Cap," Caitlin apologized contritely.

Sam, however, was grinning widely, obviously taken with the pair of girls. "I vote Cap gets to spar with them first," he laughed to Natasha.

Rogers sighed and shook his head with a smile. Before he could issue a retort, however, there was a sudden roar of thrusters and War Machine descended onto the edge of one of the circles.

His appearance in itself wouldn't have been cause for much comment. However, on the front of his steel-grey suit in bright orange was now painted a large frowny face with the word 'grumpyman' in all capital letters under it.

As Rogers, Natasha, and Sam stared at him incredulously, Rhodes slid his visor back to reveal his furious visage.

"Alright, I already know who would have done this," he growled lividly. "Give me one good reason why I shouldn't thrash you girls."

Sam was now laughing so hard he wasn't able to make a sound. His arms were clutching his sides and he leaned against Natasha as he desperately gasped for air. The redhead woman, for her part, was having a tough time keeping a straight face.

Steve let out a put-upon sigh and attempted to intervene. "Rhodey-"

Caitlin interrupted with a smirk. "Colonel Rhodes. I'm insulted that you would insinuate my 'weird-ass' sister or I would have had anything to do with this."

Rhodes was about to retort but then snapped his mouth shut, shook his head bemusedly, and turned towards Steve.

"Super-hearing?"

Steve nodded humorously. "You'd have known if you read the file, Rhodey."

"You printed the file out, Steve, nobody prints things out anymore, I asked you to email it."

"Yeah, that's never gonna happen," Sam joked, wiping the tears of mirth from his eyes.

"Alright." Rhodes huffed out and then turned to Rebecca who was waiting patiently. Both girls had identical expressions on their faces with one eyebrow quirked. "Miss Rebecca Brown, I apologize for my insult. It was out-of-line and unprofessional."

Rebecca glanced at Caitlin who nodded back. "Very well, Colonel Rhodes, I accept your apology," Rebecca stated. Then she leaned back over towards Caitlin. "Did I do that acceptably?"

"Yep, sounded good to me." Caitlin turned back to Rhodes and grinned. "Now then, Grumpyman, you said something about a thrashing?"

"It's War Machine. War. Machine," Rhodes gritted out. "And I apologize for that as well."

"No, no, I'm actually willing to take you up on that," Caitlin smirked. "Sam was volunteering the Captain first, but if you're willing…? Unless you don't think you can handle a little girl."

Rhodes turned to face the leader of the Avengers once more. "Is she serious? Is she being serious right now?"

Steve shook his head with a smile. "You're up, Colonel. Take the ring."

He turned without another word and walked to the other side of the large circle painted out on the grass, then faced the group again, looking rather incongruous with the orange frowny face on his suit. "This is ridiculous," he complained. "How is she going to go up against me, unarmed and unarmored?"

Caitlin nonchalantly entered the ring barefoot and quirked an eyebrow again. "Ready?"

Rhodes nodded and grumbled, "I can't believe I've been reduced to-" His mutterings were cut off as he closed his visor and got into a ready position.

Steve glanced between the two and barked out, "Begin!"

Caitlin immediately took off, racing towards Rhodes before launching herself into the air. The grey armored man brought an arm back to punch but was wholly unprepared when a large panther slammed into him, knocking him and his suit onto his back from the tremendous force. The muscular animal clamped her powerful jaws over his face mask and squeezed, causing his interior displays to flicker in and out.

"Whoa, okay, alright, I give!" Rhodes shouted over the external speakers.

The panther sat back and swished her tail playfully, letting her tongue loll out of her mouth. Rebecca walked up to stand next to her and run her hand down her sleek black fur.

Steve strolled over to Rhodes who was still lying on the ground. The prone armored man opened his face mask with a creak of tortured metal. "I suppose that's in the file, too?" he grumbled.

"Yes," Steve replied with a grin. "Yes it is."

"Caitlin and I are going back to our room," Rebecca announced. "She needs new clothes."

"I would greatly appreciate it, Cat, if you would wait to return to your room before you, um, transform back," Rogers requested with a slight blush.

Caitlin the panther let out a huff of obvious irritation as she bumped Rogers' knee with her shoulder on the way by.

"She says that was her intent," Rebecca reported over her shoulder as they walked away.

"Cap?" Natasha murmured.

"Yeah, Nat?"

"Just a suggestion, but you might want to let security know they're about to have a large panther roaming the halls before they hit the panic button."

"Right, right. Good idea…"

"You do that," Rhodes grumbled as he regained his feet. "I need to take the suit and… do some maintenance."

Fifteen minutes later and the Brown sisters were back again, Caitlin once again dressed in athletic wear. "This is the only other set I have," she complained lightly. "I'll need to get some more."

"Well, maybe you just need to stop going all Panthro on us and tearin' up your clothes," Sam joked.

"I could always strip beforehand," she deadpanned in reply.

"No! That's quite alright!" Steve interjected quickly. "Alright then, if we're ready, let's do the timed runs now and come back to the combat. Sound good?"

"Sure!" Caitlin turned to her sister, waiting patiently by her side. "Okay if I go first?"

"That is fine," Rebecca replied. She walked up to stand next to Sam while Caitlin slipped her sandals off and approached the line.

"Don't you girls wear athletic shoes?" Sam asked the redhead curiously.

Rebecca shook her head. "No, it is uncomfortable for me. I am not used to wearing anything on my feet."

"Really? So you just go barefoot?"

"That is correct."

Sam looked down at her small and delicate feet concernedly. "Doesn't it hurt?"

Rebecca looked up at him with her wide, pale green eyes. "We are very resilient."

"I… see." Sam cleared his throat, unsure why the sight of those pale green eyes boring into him made him suddenly uncomfortable. "Well, let's see how your sister does, okay?"

"Yes, Sam," she murmured, turning to face the track again.

Sam was left torn between relief at not having the redheaded girl's gaze on him, to longing for that very gaze once more, and not really sure why he was even thinking about it. He gave himself a shake and let out a loud whistle. "Alright, Cat! Tear it up, girl!"

Caitlin gave them a grin as she settled down into a sprinter's stance. Rebecca paid careful attention to her actions so that she would be prepared for her turn.

"Ready?" Rogers called out. He held a stopwatch in his hand, an old-fashioned mechanical one that he managed to dig up somewhere. "Go!" he shouted as he pressed down on the button.

The small brunette girl was off in a flash. She sped full-out around the track, and Sam shook his head in appreciation. "Damn, she's as fast as Cap is!"

Rebecca nodded her head easily, her eyes never leaving Caitlin's lithe form as it raced around the bend and crossed the finish line hardly any time after she had left it.

Rogers hit the stopwatch and looked at it incredulously. He glanced between the lightly panting Caitlin and it several times.

"Don't keep us in suspense, Cap!" Natasha laughed. "How did she stack up? She beat you?"

The genetically enhanced super-soldier nodded his head slowly. "By half a second," he replied, disbelief lacing his words.

Caitlin cheered and jumped up and down, clapping her hands excitedly. "Alright! Now it's Becca's turn!"

Rebecca slipped her sandals off and started to walk over towards the starting line.

"Hey, Becca!" Sam called out.

She stopped to regard him curiously.

"Good luck!" he grinned to her.

Rebecca blinked her eyes at him uncertainly. "I… Thank you, Sam." She turned and finished walking to the line and took her place, her body in the exact same position as Caitlin's had been.

With Roger's call of "Ready? Go!" she was off in a flash as well. When she crossed the line again the blonde man hit the stopwatch and barked out a quick laugh. "Unbelievable!" he grinned.

"What? What did she get?" Caitlin asked, bouncing up and down on her toes.

"The same exact time as you, Cat."

"Of course she did!" the brunette laughed, enveloping her sister in an enthusiastic hug. Rebecca wasn't sure how to accept the affection but returned it as best she could, smiling hesitantly.

They both ran the obstacle course, together this time, and ended up finishing neck and neck there as well, again setting new records.

"Alright, girls, I think I've seen enough," Rogers said with a smile.

"But, Cap," Natasha protested, smirking, "we didn't finish the combat portion."

"You just want to see me land on my rear end," Rogers laughed.

"Actually, I had something else in mind." The Black Widow turned to the pair of girls standing by attentively. "How about you two spar with each other?"

Rebecca looked blankly from Natasha to her sister, but Caitlin was grinning. "Sounds like fun!" the brunette replied. She turned and took Rebecca's hands in her own. "Now, you know I can take a hit just like you, right? So you don't need to hold back as much. Just have fun with it!"

"Very well, Caitlin," she replied somewhat hesitantly. Both girls slipped their sandals off and entered the ring, facing each other in identical ready stances.

"Any time you're ready," Caitlin called out.

Rebecca nodded, letting out a huff of air, and launched herself forward.

The sounds of their limbs colliding as punches and kicks were blocked or, rarely, landed, echoed throughout the field. Natasha carefully noted the differences in the two girls' styles. As similar as they were in ability, they had somewhat contrasting combat training.

Rebecca was fluid and graceful in her moves, dancing like a deadly ballerina. She twirled and spun, leapt and tumbled with the grace and malleability of a river. Caitlin, however, had learned some from Natasha herself. She was graceful in her own way, but smoothly transitioned from powerful kicks and punches to firm blocks. She was the rapids to her sister's river, controlled violence and deadly precision.

Neither girl could maintain the upper hand. As soon as Rebecca landed a kick to send Caitlin sprawling, she was on her feet again and sweeping the redhead's legs out from under her. Rebecca would barely touch the ground before she was up and spinning away to launch an attack from a new vector.

If anything their attacks seemed to speed up as time went by, becoming more comfortable with how much each of them could handle. Rebecca's face was set in a mask of concentration, while Caitlin was grinning wildly, for all the world looking like she was having the time of her life.

Which, from what Natasha could surmise, she most likely was.

Finally there came a split second decision where each girl simultaneously detected a shift in the other and went on the offensive. Their fists connected with their sister's jaw at the same time with a resounding crack, and they both went sprawling backwards.

"Oh, shit!" Sam barked out, rushing forward towards Rebecca. "Are you okay?"

Caitlin sat up and wiggled her jaw, but paused in her motion as she saw Sam crouched concernedly over her sister. The brunette's eyes widened, and then she grinned wickedly. When Rebecca sat up to look over at her the expression was gone as if it had never been there.

"I'm fine," Caitlin waved to them. "You?"

"I am… sore," Rebecca admitted from her seat on the grass. "But, I greatly enjoyed myself."

"You two are crazy," Sam muttered humorously. He stood up and extended his hand to Rebecca.

She looked up at him in perplexion.

"I'm offering to help you up," he laughed.

"Oh." She glanced over at Caitlin who was nodding encouragingly to her, only furthering her own perplexion. "Well, then, I thank you." She accepted the hand up and got to her feet, swaying slightly. "Perhaps I should retire to our room before lunch," she murmured, eyebrows furrowed.

"Whoo," Caitlin said as she got to her feet as well. "Yeah, I think that was a bigger punch than I expected. We'll catch you guys later, okay?"

The pair waved their goodbyes to the others and headed towards their room

"So, Becca," Caitlin murmured once inside as she stripped her shorts and shirt off.

"Yes, Caitlin?" her sister replied as she did the same.

"Sam is very nice, isn't he?"

"He is, yes."

"I think he likes being around you."

"That is good. I like being around him as well."

"Mmhmm," Caitlin grinned as she shrugged into her new blue jumpsuit.

 _/Cat, what are you doing?/_

 _What do you think, Chris?_

 _/I think you're doing it again, playing matchmaker. Are you really going to try this on your sister?/_

 _I can't think of a better person to do this for._

"You know," she said out loud casually, "you should spend more time around him, get to know him better."

Rebecca looked at her curiously as she zipped her jumpsuit up and then sat on the edge of the bed. "Would that advance our friendship?"

"Most definitely."

"Very well then, I will do so."

 _/You are a very bad person, Caitlin Brown./_

 _Yep. I sure am._

 _/So long as you're being all bonding and all.../_

 _Yes?_

 _/You should try talking with Wanda./_

Caitlin froze in her action of lowering herself to the bed alongside Rebecca. The redhead looked at her with concern. "Caitlin?"

"It's… Chris. He thinks I should try talking with Wanda."

"Why?"

"That's what I'd like to know," she mumbled as she sat back on the bed.

 _/You've changed now, and you're healing. This might help with that, be part of the healing as well./_

 _Dammit. I hate it when you make that much sense over something I don't want to do._

 _/What's a conscience for?/_

She let out an amused huff of air. "He thinks it might help with my healing. I'm… uncomfortable with the idea, but I suppose I should try."

Rebecca looked at her searchingly. "I do not trust her."

She shrugged in reply. "Not sure I do either, but if she's on the team I need to learn to."

"Very well," Rebecca sighed quietly. "I will… have your back."

Caitlin grinned and slipped her arm around Rebecca's shoulders. "Thanks, sis."

Avengers Training Facility Cafeteria.

Wanda sat at the end of the lunch table. She smiled as Vision conversed yet again with Sam, trying to figure out the complexities of a bar fight this time. She supposed he'd gotten the idea from Caitlin's story last night.

She frowned to herself slightly. The two newcomers were frustrating for her. She wanted to try and connect with them, somehow ask for the forgiveness she knew she had no right to request, but the pair kept themselves as remote as possible from her. She supposed she couldn't blame them, really. The Sokovian native was certainly no stranger to loss, to suffering.

She was, however, unused to having been the cause of it.

There was a small commotion at the other end of the table and Wanda glanced up to see the two girls, the object of her musings, appear with lunch trays in hand. She looked back down at her plate, fully expecting them to take their usual spots at the table, but was startled to see them sit directly across from her.

Wanda glanced at the others at the table and received equally stunned looks from all of them.

She turned back towards the girls again. Caitlin had her gaze focused on her food as she ate her hamburger casserole, but Rebecca was watching her with an intense and uncomfortable glare as if daring her to try anything.

"You changed your hair," Caitlin noted calmly.

Wanda looked back over at her, shocked at even being addressed. "Pardon?"

"From five or six years ago. It was redder then," she continued.

"Fix or six…" Wanda continued to stare at the perplexing young brunette girl, ignoring her food and desperately trying to ignore the murderous stare from her redheaded sister. "We met before? Before… you were hurt?"

Caitlin flinched very slightly, but nodded and finally raised her face up. Wanda was startled at the intensity in the pale green eyes. Where Rebecca seemed to be reigning in her fury, Caitlin instead was clinging hard to her courage to even have this conversation. The Sokovian native gave her a nod of acknowledgement at how hard this was for her.

"You know about my residents now, right?" Caitlin asked quietly. Wanda nodded again, and she continued neutrally. "Kyle was the first model. He was lanky and tall with a mop of dark hair. Saw you and… your brother… in a cell. But it was here, not in Sokovia."

The telekinetic woman sat back and pondered the words. "We were transferred to another facility, overseas, after Strucker started on us…" she revealed quietly. "This lab had… special equipment. It enhanced our powers. Made… Pietro… even faster. Gave me new powers. We weren't there long before returning." She looked around at the others seated at the table who were listening into their conversation intently. "It was the only other time I've been outside my country."

Focusing back on Caitlin, who had resumed her eating, she continued. "But I do not remember this man, I am sorry."

Rebecca huffed out an irritated breath. "She is telling the truth," she muttered.

Caitlin smiled and laid a hand on her sister's arm. "I know she is. Relax, Becca." She glanced back up at Wanda, her face serious once more. "I am sorry about your brother."

The other woman brushed a strand of her long brown hair back over her shoulder and swallowed hard. "Thank you. It is… difficult. Adjusting." She paused and considered her for a second. "But you have lost someone close as well, yes? Your friend, Jinx?"

Caitlin froze for a second and Rebecca reacted by tensing her muscles as if to fight, but her brunette sister quickly recovered and squeezed her arm reassuringly. "Yes, I did," she whispered. "So I know how it feels. If you want to… talk about it… sometime…" She took a deep breath and let it out. "Let me know, alright?"

Wanda nodded slowly. "Very well. Thank you."

The petite brunette nodded back and rose from her seat with her tray, her food only half-eaten and her redheaded sister mirroring her movements as usual. The pair began to walk away to deposit their plates but stopped when Wanda called out Caitlin's name.

"I am sorry for what I did to you."

The diminutive girl turned slightly and nodded, her face solemn. "I forgive you, Wanda."

After the sisters left the room, there was still a lingering and stunned silence at the table that was finally broken by Clint. "What was that? What just happened?"

"I think," Natasha mused, "that was part of her healing." She glanced over at the Sokovian native woman who was looking intently down at her plate. "Wanda? Are you okay?"

"I am. Thank you." Wanda picked her own tray up and rose. When Vision made to do the same she gestured for him to remain. "I will need… I would like some time alone, please."

Sam glanced at Rogers once she had left as well. "What do you think, Cap?"

"You wanna know what I think?" he replied thoughtfully. "They might just work out after all."

* * *

 **A/N:** More Cat  & Becca goodness, and we're back with the New Avengers again! I have two more chapters planned in this particular story, the next one sees our heroine back in California while the last one is the Brown sisters' first real mission with the Avengers. You might have noticed I don't write Vision in much. I'm really unsure how to give him a voice. I suppose it would help to read some Vision fanfic to see how others handle him...

Many thanks for keeping up with my story! Props to my Betas, **PandaAnimeLover** and **KellyConnely** , as well as my awesome favoriters, followers, and reviewers.

Now, **theradvlad** , you act like I have this propensity for killing off likable characters… Oh, wait, maybe I do...

 **Aiphira:** I'm glad you like Rebecca! And yeah, they've become pretty inseparable!

 **Trench gun:** Thanks! I honestly don't set out to make these chapters so long, I just start writing to fill out what I outlined and it gets out of hand all too often!

 **PlainJaneJaida:** Yeah, you caught me, I have a fondness for the word 'diminutive'. I'm trying to cut down, really, my Beta caught me with one chapter that I'd used it six times. I just need to keep a tab on my browser open to a page of synonyms for 'small'. But thanks for the reminder, noticed I'd used it another six times in this chapter so I went back and fixed things. I'll try to do better in the rest! Promise!

 **Guest:** Omg, that would have been an awesome direction to take it, I never even considered Becca/Wanda. Obviously I'm leaning in a different direction, you might have picked up on that from this chapter.

Stay shiny!


	21. Chapter 21

**A/N:** So I've kept this story, unlike many of my Firefly fanfics, relatively free of lemons. I'm giving a **LEMON** warning now, however, and will mark that passage for skipping if so desired.

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Los Angeles International Airport

Lisa stood nervously by the incoming gates. She tugged at her purple-dyed hair absentmindedly as she glanced between the arrivals notification board and the gates themselves.

"You have got to relax some, girl."

She turned to give her roommate a grateful smile. Emily and she were a study in contrasts. Whereas she was tall, willowy, and a naturally raven-haired Asian girl, Emily was short, curvy, and a dirty blonde. They had been paired up as roommates their freshman year and were lucky enough to have hit it off right from the start. Now sophomores, neither girl had any inclination to live with anyone else.

"This is the right gate, we got to LAX in plenty of time, and this is the girl you love," Emily continued soothingly. "What do you have to worry about?"

Lisa snorted softly. That was another difference, Emily was always the balm for her when she got herself spun up.

"It's been so long, Em," she replied quietly. "I've changed. What if she…?"

Emily held her by the shoulders and turned her around to face her fully. "Lisa Lee, you're being a noodge. I've heard the two of you talk. You're obviously in love with each other. Hell, I can only dream of finding that kind of love someday. But you've got it. Now stop worrying over it."

Lisa grinned down at her. "Well, she does know all those Avengers now, maybe one of the cute guys is single? Ooh, how about War Machine, what's-his-name, James Rhodes? He's a military guy..."

The blonde rolled her eyes. "Stop trying to deflect me-" She cut herself off as her eyes widened from something she saw over her friend's shoulder and she released her quickly. "Um, Lisa?"

"Yeah?"

"Incoming."

Lisa turned just in time to receive the hurtling form of a petite brunette girl who nimbly hopped up onto her torso and wrapped her arms and legs around the lanky purple-haired girl. The small girl was dressed in tan capris cargo pants, a tight black tank top, and sandals. Lisa sat down on her rear with a squawk of surprise.

"Hi!" Caitlin grinned before proceeding to latch onto her lips with fierce intensity.

Emily laughed softly at the sight of the pair sitting on the floor of the busy LAX terminal. Other passersbys were pointing and grinning as well, but a small redheaded girl wearing jean shorts, sandals, and a bright blue tee shirt stepped up then with a duffle bag in each hand.

"Hello, I am Rebecca," she greeted her politely. "Are you Emily?"

"Yep, that's me," she replied warmly.

"I am pleased to meet you. Do you believe they will be finished anytime soon?"

Emily snorted softly. "Doubt it. You have any checked baggage?"

Rebecca shook her head, her long red pigtails swaying. "No, we only brought these bags."

"Well, come on then, let's go get the car. Lisa knows where we parked. You want me to carry one of those?"

"No, thank you. The weight is not…" Rebecca paused, searching for the right word. "...onerous."

"Alright then," Emily grinned agreeably as they strolled through the busy airport. They had just reached the doors when a giggling Caitlin and Lisa caught up to them, holding hands.

"Sorry about that!" Caitlin grinned widely. "Kinda got caught up in the moment. It's nice to finally meet you, Emily."

"You too, Caitlin," the blonde grinned in return over her shoulder. "You guys ready to go camping?"

Lisa and Caitlin had discussed her visit previously, and even though the college girl had no problem with showing her petite girlfriend off to her friends around campus, Caitlin was concerned that some might have seen her prom picture and questioned why she hadn't changed a single bit. The chance of complications were slim, but she hadn't wanted to jeopardise Lisa's safety or even peace of mind at her school. Thus, the idea of a camping trip came about.

And since Rebecca was coming along, Lisa brought Emily as well, as her roommate already knew all about Caitlin.

Lisa was at first slightly upset at not getting her girlfriend all to herself for the weekend, but after Caitlin explained how Rebecca was likely physically unable to be separated from her that long or at that distance, not that they wanted to try and test it, she warmed up to the idea soon thereafter.

"I am very eager to experience this 'camping'," Rebecca was saying solemnly. "I was told I could not bring weaponry on the airplane, but I should be able to provide adequate protection without any."

"Relax, Becca," Lisa laughed easily. "Shouldn't be anything to fight off. We're just going up to Buckhorn, shouldn't be anything more ferocious than a raccoon around. Maybe the odd bear or two, but they'll leave you alone if you do the same."

Rebecca frowned slightly as they reached Emily's soft top Jeep Wrangler and opened the back tailgate. "Are these raccoons very ferocious?"

"Not so much," Emily smiled.

"Very well then." Rebecca slung the pair of bags into the back. "Where shall I sit?"

Emily walked around to hop into the driver's seat. "How about you take shotgun?"

The small redheaded girl opened her mouth, but before she could speak her sister put her arm around her. "She means the passenger seat up front," Caitlin murmured.

Rebecca smiled gratefully and nodded, climbing up front and leaving Caitlin and Lisa to sit together in the back. Soon enough they were heading out into the infamous Los Angeles freeway traffic and towards Angeles National Forest. It was early still on a Friday, so the worst wasn't in place yet, and they would hopefully be at the campsite before rush hour even started.

"There sure are a lot of people," Caitlin said wonderingly. "I wasn't on the freeway the last time I was in LA. Glad I missed it."

"Yeah, we try to avoid driving," Lisa giggled as she snuggled into her girlfriend's shoulder. "Most stuff is close enough to UCLA to walk to. I don't even have a car on campus."

"I'm from upstate," Emily added over her shoulder. "Mendocino County. So I have my Jeep to go home and visit when I need to."

"Fortunately she has to go right by San Francisco and can drop me off," Lisa continued. "Works well enough."

"So, Rebecca," Emily said after a minute's silence. "You're like your sister? Um, enhanced?"

"I am, yes," the redhead replied, but then fell silent again.

Caitlin snickered from the back seat. "She's not real big on divulging. Becca, you mind if I tell your story?"

Rebecca turned in her seat to regard her sister questioningly. "Why would I mind?"

"It's just being polite. I ask just to make sure, even if I know you're gonna be okay with it."

"Oh." Rebecca tilted her head slightly as she digested this. "Very well, then. No, I do not mind."

"Thanks," Caitlin grinned. She proceeded to use the next few minutes of the car ride to describe their first encounter and subsequent demolishment of their laboratory of origin, though it should have been abandoned in the first place.

"Did you even find out?" Lisa asked. "I mean, about why they said it was cleared in the first place?"

"Nope, never did, the records were purged along with a lot of other Hydra stuff," Caitlin shrugged easily. "I'm not too worried about it."

Eventually they passed La Cañada Flintridge on Angeles Crest Highway. "Getting there," Emily reassured them. "Should be just up the road here."

It wasn't too long before they passed a sign that read 'Buckhorn Campground - Angeles National Forest' and turned onto a dirt road.

"We're pretty high up here, huh?" Caitlin asked, looking around with a smile.

"Yep, somewhere around 6300 feet," Emily affirmed.

"It is very pretty," Rebecca observed. "The trees here look different from New York."

Caitlin peered out the window. "Hey, they do don't they… Nice catch Becca."

Her sister smiled slightly at the compliment as they pulled into a vacant camp site. "Okay, we can set up here," Emily called out as she killed the engine.

They unloaded the Jeep and proceeded to set up the pair of tents. Both Rebecca and Caitlin carefully observed Emily as she unlimbered and staked the one tent so that they might copy her.

"Not bad!" the blonde girl commented on their efforts. "Let's stretch the guidelines out to the side a little… right, these strings, they're called guidelines… anyways, that way we won't trip over them at night. Gets kinda hard to see them."

"We do not require much light to see," Rebecca reported neutrally.

Lisa laughed softly. "Well, not all of us have super-sight."

"Enhanced, thank you," Caitlin snarked loftily.

The purple-haired girl rolled her eyes and bumped the petite brunette with her shoulder. "Ugh, fine, enhanced."

The four women chatted easily and got to know each other better over the course of the afternoon. They set up a campfire and got dinner together.

"Becca, I got some potatoes and other veggies to roast in the fire," Emily explained. "Cat told us you're not fond of meat, right?"

"That is correct. Thank you, Emily."

The blonde waved away her reply. "It's no biggie. I like veggies as well, but I made sure to bring hot dogs and burgers for our carnivorous friends."

"Yes! Meat!" Caitlin cheered.

Emily snickered. "And, we have many packages of bacon for breakfast."

Caitlin looked at her with wide eyes. "Lisa, I think I'm in love with your roommate."

"Oh, really?" Lisa replied archly. She pitched a marshmallow at her girlfriend, who easily intercepted it and popped it into her mouth.

"I'm easy to win over," Caitlin said, her words muffled by the gooey white substance. "Feed me bacon and I'm all yours."

"And is that the only way to win you over?" Lisa purred as she slinked over, draping her hands over Caitlin's shoulders. "I can think of a few others things I can do that make you mine…" She leaned down and gently nibbled on the brunette's ear, making her whimper slightly.

The lanky girl was interrupted by another highly-accurate marshmallow hitting her temple. "Get a room, you two!" Emily joked.

Rebecca had been closely observing the couple interact, but now turned to Emily questioningly. "We are at a campsite. Where are they to find a room here?"

"Just a saying, sweetie," Emily laughed. "Kinda means, stop with the PDA, go find yourself some privacy already."

The redhead blinked and nodded. "And… what is this PDA?"

"Public display of affection. Like what they're doing now," she pointed towards the two girls who were now molding their bodies together, lost in a passionate kiss. "Seriously, you two, the next marshmallow is gonna be melted when I toss it. You do not want that in your hair, trust me.

Caitlin snorted humorously as she pulled back. "You stole my marshmallow," she accused.

Lisa smacked her mouth contentedly. "Well, it was mine to begin with."

"Eww, stop," Emily groaned. "Lisa, sweetie, you didn't tell me just how cutesy you both were together."

"Admit it, we're adorable," Lisa retorted.

"I will admit to no such thing. You're sickeningly sweet, yes, but you're way past the line of adorable."

Buckhorn Campground  
Emily and Rebecca's Tent

Soon enough after dinner the light faded as the sun set and the four women retired to their tents. Emily lay on her back, not quite tired enough to fall asleep, but it'd been a long enough day she didn't feel like doing much of anything.

She glanced over at her tentmate to see that the small redheaded girl was likewise staring up at the tent's roof. She was in her sleeping bag already, but from the little view afforded…

"Becca, honey, do you, um, sleep naked?"

Rebecca turned her head to regard Emily with her pale green eyes. "I do, yes. Does this disturb you?"

"No, not really, I'm just… well, kinda unused to it. It's no biggie."

The other girl nodded and returned to her gaze upwards. "They are quite loud," she observed softly.

"They are?" Emily focused her hearing, and sure enough could just barely make out a quiet gasp followed by a moan. "Huh. So that's loud to you?"

"It is. I hear very well. It does not bother me, as much as I do not understand it."

"You don't… understand it?"

Rebecca sighed softly. "I have been told how sex works. I still do not understand the necessity outside of procreation. Caitlin has told me it is… pleasurable. But I simply do not understand how... " She let out another, louder huff of exasperation. "I do not understand feelings," she finally admitted quietly. The redhead turned her head again to regard the blonde woman. "Have you had sex?"

Emily cleared her throat, somewhat embarrassed. She knew ahead of time that the girl next to her was painfully inexperienced with regards to much of what she took for granted in life, but she hadn't expected the conversation to take this turn. Of course, with the two in the next tent over going at it like rabbits…

"Yes, I have, a few times."

"With men or women?"

"Men," Emily replied, looking up at the tent roof again. "I don't have anybody right now… and it's been a few months, but I'm not in any rush to find someone again. Oh," she amended, glancing over to see Rebecca regarding her intently. "Yeah, if you're asking, I only go for guys."

"I see." Rebecca furrowed her brows as she seemed to squirm slightly inside the sleeping bag. "I can feel her," she sighed. "I believe I understand this pleasurable feeling now."

Emily turned to her sharply. "You… what?"

"We have a bond," Rebecca explained solemnly. "She fills the empty space inside of me. Sometimes I can feel what she is feeling. Most of the time it is warm and content. At this moment it is… elevated."

"Um. Well." Emily sat her head back again. "Damn."

They were silent for another few heartbeats before a loud gasp reached them, making Emily roll her eyes. "So, I get that you haven't, um, been with anyone… but is there someone you might feel special about? Someone who, I dunno, makes you feel warm inside when you think of them?"

Rebecca was quiet for so long Emily thought perhaps she'd gone to sleep, but when she looked over the girl had her pale green eyes open and staring upwards.

"I have… a friend, perhaps…" she began thoughtfully. "His name is Sam. I am not sure how I… feel about him, but when I spend time with him, it is similar to how I am when sleeping next to Caitlin." Rebecca turned her head to meet Emily's stare. "I am content and safe inside. Is that how I feel? Do I feel… warm inside when I am with him?"

"Hmm…" Emily mused. "Does sound like it, maybe. So, whenever you see him, you feel warm and cozy inside? And do you feel that way with anyone else?"

"Only Caitlin," she replied, blinking her eyes slowly. "Also, he is the only person besides Caitlin who causes me to smile."

The blonde girl grinned. "Well, then, I'd say there's definitely feelings there."

Rebecca nodded solemnly. "Caitlin has been encouraging me to spend time with him, to strengthen our friendship."

"Maybe she sees it as well," Emily laughed. "Sounds like she's trying to set you up."

"Set me up?" Rebecca asked with a puzzled frown.

Emily propped herself up on one elbow and rested her head in her palm. "Okay, so it's like this. If someone, like a friend or sibling, sees a pair of people they think would be good together, like as a couple, they try to push them together. Sometimes just like Cat did, just by encouragement, other times they can be more devious to get them into situations where they can realize their feelings for each other." She snorted softly. "Doesn't always work, though, I've been set up on dates before that completely bombed. Um, that is, they didn't work out. Spectacularly bad."

Rebecca nodded thoughtfully but was still frowning as she returned her gaze to the roof. "Thank you for your explanation," she said softly.

"Are you… mad? At Cat, for trying to set you up?"

"No. I could never be upset with Caitlin. I am simply… unsure as how to process this."

"Yeah," Emily said quietly as she lowered herself back onto her pillow. "Feelings can be like that, trust me. Even those of us with experience, it's not always easy to figure out. That help any?"

"Yes. Thank you, Emily. You have been very helpful." The redheaded girl glanced over once more. "May I… consider you to be a friend?"

"Sure, Becca, I'd like that."

"I would like that as well."

Lisa and Caitlin's Tent.

"How do you think they're getting along?" Lisa whispered to the naked girl snuggled into her arms.

"They're doing fine," Caitlin replied, her voice laden with contentment. She stretched like a feline, her back arched and limbs extended. "Talking about relationships and stuff. Em's helping her figure out how she feels about Sam."

Lisa snickered. "You can tell all of that?"

The brunette leaned up and gave her chin a nip. "Cat-ears, remember?"

"Right," Lisa sighed as Caitlin snuggled back into her arms.

"I've missed this," the smaller girl whispered. "Just being with you."

"Me too, Cat," Lisa replied somewhat wistfully.

Caitlin glanced back up. "Wait, what was that?"

"What was what?"

She moved up a bit to fold her arms across Lisa's breasts and rest her chin on them. "That right there. I know you, Lisa, something's bothering you."

Lisa blinked at her. "How the hell do you do that?"

Caitlin grinned back. "I told you, I know you. Now, spill."

Sighing, she ran a hand through her shoulder-length purple hair and closed her eyes. "I've… been with other girls. Back when, well, you know…"

"Hey," a soft voice intruded on her agonized confession. Lisa opened her eyes again to find a pair of pale green eyes hovering inches from her face. "You have got to know that's not a problem for me. I get that you thought I was gone, hell you're not the only person who figured I was dead after all that time. There's nothing for you to feel guilty over, okay?"

The petite brunette girl leaned in to seal a firm but reassuring kiss against her lips. "You know I'm not really capable of feeling jealous or possessive," Caitlin said quietly when she leaned back again. "I don't even expect you to be, what's the word… oh, yeah, monogamous. I know you love me, and you know I love you. And that's all that matters."

Lisa sniffled and blinked back the tears that were forming in her eyes. "Even after all this time, I still don't always get you," she said wonderingly. "But I can never stop loving you, and I can never get over how lucky I am to have you."

"Goodie," Caitlin grinned. "'Cause I feel the same way."

They leaned in again and shared a tender kiss, wrapping their arms around each other and enjoying the feeling of closeness.

Eventually they separated and Caitlin rolled back off to nestle against Lisa's side in her favorite position, her head on her shoulder and arm draped across her waist.

"So, do you think Em's having the, y'know, talk with her?" Lisa asked after a few minutes.

"Hmm? Oh, no we already did that," Caitlin replied with a smile. "On the plane. We greatly entertained the man sitting in our row."

Lisa laughed lightly. "Oh, I can imagine."

"Had to explain attractiveness to her as well," the brunette murmured. "That took some effort. Eventually used an example to get the point across, but I don't think it helped, and I didn't want to be blatantly obvious and use Sam as the example or it'd ruin things."

"Which example?"

"Pardon?"

"Who did you use for an example?"

Caitlin cleared her throat uncomfortably and burrowed into her shoulder further. "Oh, it's not important…"

Lisa laughed and rolled to her side to dislodge the small girl. "Caitlin Brown, are you embarrassed?"

"No," she muttered in reply.

"You are! Oh, now I have to know. Tell me?"

"No," she repeated abashedly.

"C'mon, tell me, tell me, tell me…"

"Ugh, fine…"

Lisa rolled onto her back once more and pulled her girlfriend back with her so that she was once more sprawled across her chest. "'C'mon," she prodded.

Caitlin let out a heavy sigh. "It was… Summer Glau. I have, like, a huge celebrity crush on her, and Tasha and Clint make fun of me for it all the time, okay? But yeah, she's… God, watching the fight scenes with her… I've never gotten excited just watching someone move, you know? Not like when I'm with you, that gets me plenty excited…"

"Sooo…" Lisa drawled, running a finger along Caitlin's spine. "If athletic girls turn you on, maybe I should take some lessons… do some martial arts of some kind…"

Caitlin jerked her head up, her eyes suddenly blazing with intensity.

"Wow," Lisa murmured, surprised. "Wasn't expecting that strong a reaction."

"The thought of you…" Caitlin swallowed before continuing, her voice heavy with passion. "God, Lisa, I am so hot for you just thinking about it."

"Really," Lisa replied archly, pulling her up so that their faces were level. "And just how hot are you for me?" she murmured against her lips.

* * *

A wild **LEMON** appears before you!  
Quick, scroll down if you wish to avoid an untimely fate!

* * *

Caitlin crushed her lips against Lisa's and straddled her body, raising up enough so that she might cup each of her breasts with her small hands. Lisa gave a soft moan of pleasure into her mouth, arching her back slightly as the brunette girl give her nipples a tweak.

The brunette pulled away and stared down at her lover with bright eyes. "Lemme see if I can't show you…" she smirked. Lowering her head again she left a trail of gentle nips and bites down her neck and collarbone until she reached the breasts that she was still covering with her hands. She lavished soft kisses and licks along the edges, removing her fingers just enough to be able to wrap her lips around each taut nipple and give a long, slow pull. Each time made Lisa moan further.

"Oh, Jesus, Cat…" she sighed when Caitlin moved down to her stomach. Her back arched once more when the brunette bit down on her hip, eliciting a soft squeal of pleasure.

Before long Caitlin was positioned between Lisa's legs, softly stroking the inside of one thigh with her nimble fingers while trailing her wet tongue along the other. Lisa stared down at her with wild eyes.

"Please…" she whimpered.

"Please, what, Lisa?" she queried with a sultry grin.

"Fuck me, Cat, please, fuck me now," Lisa hissed, unable to take the anticipation any longer.

Obligingly the small brunette lowered her head and stroked her from base to top with her tongue. She quickly developed a rhythm that made Lisa undulate in ecstasy above her and she rolled her eyes up to watch her reaction intently.

The lanky girl began to pant in exertion as she started to crest. She dug her fingers into Caitlin's curly brown hair, her eyes closed and mouth open. "Cat… oh, fuck, yes, Cat… yes…"

As she felt her lover begin to approach a release, Caitlin slipped a finger inside and curled up to touch the sensitive spot. Her finger were barely long enough to reach, but it was enough to make Lisa cry out and tense up all of her muscles as she came.

Panting heavily, Lisa slowly lowered her legs outwards and gently caressed the back of Caitlin's head. The brunette raised her head up and left a gentle kiss right above where she had lavished her attention. The she slid upwards to rest her chin between Lisa's breasts again. She waited patiently for her girlfriend to calm down enough that her eyes were able to focus again, and then leaned up all the way to hover over her.

"That, Lisa, is how hot I am for you," she whispered.

The girl in question lifted a heavy arm up to grip the back of Caitlin's neck. "I think I believe you," she replied softly. "Your mouth is all wet."

"I wonder why," Caitlin grinned. She lowered her head to give her a long, slow kiss, then slid her chin up to let Lisa clean her off with her tongue.

"That is such a cat-like thing to do," the brunette giggled softly.

"What, clean you?"

"Mmhmm."

"Well, I like to do it to you, my sexy little kitty-cat."

"I know. I like it when you do it."

Lisa brought her other hand up so that she was able to cup Caitlin's face in front of her, bringing their eyes level. "What can I do for you?" she whispered. "What do you want me to do to you?"

Caitlin's eyes widened slightly and her breath hitched. "There's… well, I mean, if you're offering…"

"Name it," Lisa said firmly.

"I want…" Caitlin closed her eyes as she proceeded shyly. "I want it hard, I want you to fuck me with your fingers, really hard so that I can feel your fist hitting me."

Lisa sucked in a surprised breath. "Really?"

Caitlin opened her pale green eyes again. "It's kinda been a… well, a fantasy. I can take it, and I want to know how it feels."

"Well, alright then," Lisa grinned, rolling so that Caitlin was now pinned under her. "Should I ask just how wet you are right now?"

"I am absolutely soaked," Caitlin whispered, her voice laden with need. "Don't be gentle, please, just… Take me, Lisa, hard. Please."

"Okay, baby," Lisa purred, reaching down between them. "You let me know the minute it starts to hurt, okay?"

Caitlin nodded, her eyes heavy and lidded with lust as she spread her legs and rotated her hips upwards for better access.

Without another word Lisa drove two fingers deep into her girlfriend, causing Caitlin to arch her back and let out a gasp of pleasure. She paused, waiting to see how Caitlin reacted.

"Oh, God, yes! Don't stop, Lisa!"

Obligingly Lisa began to pump her fingers in and out, increasing the tempo and force of her thrusts as Caitlin dug her fingers into her back, groaning quietly with her head flung back. She got to her knees to give herself a better angle and rammed as hard and fast as she could. The sounds of the back of her hand slamming into the brunette girl made a wet smacking sound that likely echoed throughout the camp, but she couldn't bring herself to feel any embarrassment whatsoever.

The feeling of empowerment and satisfaction in this act of pleasuring her lover was by far the most intense emotion she'd ever experienced before, only overcome by the pure love she felt for the diminutive brunette currently writhing under her.

Lisa's arm was beginning to feel leaden but she kept the pace up. Caitlin's moans were becoming increasingly louder, making her grin, until the smaller girl lifted her head up, eyes wide and expressive as she came so hard that she screamed.

Caitlin laid her head back again with her eyes closed as Lisa slowed her rhythm down, gently lowering her from her high. Eventually she withdrew her fingers, causing Caitlin to let out a shudder from the loss of contact.

She sat on her haunches and watched as Caitlin twitched involuntarily, slowly licking her fingers off and loving the taste of her lover on them. Finally she leaned in and slid herself in next to her, cradling her still-panting body in her arms.

"How was that, beautiful?" Lisa whispered in her ear.

"I can't…" Caitlin swallowed and desperately tried to slow her breathing. "Can't feel my limbs. Having… trouble seeing anything… either…"

"Well, if I knew beforehand that I could fuck you blind I would have tried that a long time ago," Lisa snarked.

Caitlin smiled lazily up at her, eyes still unfocused and half-shut. "Yeah… we'll just have to… keep that in mind…"

Lisa laughed as she massaged her wrist, trying to get feeling back into it. "Yeah, but next time we're using a dildo or something, 'cause my whole arm is about to fall off."

* * *

The **LEMON** has passed, it's safe to come out now!

* * *

"Are you both quite done?" Emily's voice called out. "I think you just scared off all the bears in a twenty-mile radius."

"Yeah we're done," Lisa giggled. "Both ridden hard and put away wet."

"TMI!" Emily replied humorously. "Seriously, though, that last one about scared the pee outta me. I thought we were being attacked by a mountain lion or something!"

"Sorry, Em!" Caitlin replied meekly. She looked over at Lisa and managed to bring one hand up to cup her cheek. "I love you so much," she whispered.

"I love you, too," Lisa whispered back, before sealing her lips over Caitlin's.

Avengers Training Facility. Upstate New York.

Sam was sitting back on the bed in his room, dressed in sweatpants and a tee shirt while rereading an old Seth Grahame-Smith novel called _Abraham Lincoln: Vampire Hunter_. It was one he'd read before, and honestly preferred it over the movie that was based on it, but it was sufficient to help his mind unwind for the evening and to keep it off of topics he'd been working very diligently to avoid.

His phone buzzed on the endtable next to him and he reached over to check the message. A grin blossomed on his face as he saw that it was from Rebecca. Both of the Brown girls now had Stark-issued phones like the other Avengers, though he'd had to patiently sit with her and explain its usage. As with anything she put her mind to, she took to it quickly.

The message asked him to meet her at the track, which puzzled him for a moment. It was nighttime and most personnel were likely about to turn in, but he shrugged his shoulders unconcernedly. She and Caitlin must have finally just got back from their leave out on the West Coast.

The former Air Force pararescueman swung his feet to the floor and slipped his athletic shoes on before heading out.

As he approached the darkened track field, he paused to let his sharp eyes adjust to the lack of substantial light. The moon was almost full, granting him enough vision to spy an undersized and slender form sitting on the small set of bleachers set back a bit on the other side. He made his way over and gave her a smile as he climbed up to sit next to her.

"Hey, Becca, welcome back. Where's your sister?"

Rebecca didn't look him in the eye but continued to stare straight ahead. She shook her head slowly. "She is in our room. I wanted to… talk to you. Alone."

"Okay," he replied as nonchalantly as possible. Her attitude, even more reserved than usual, was making him extremely nervous, and he swallowed anxiously before continuing, injecting as much casual air as possible into his voice. "So, how was California? Did you enjoy camping for your first time?"

"I did, yes. It was very enjoyable. I made a new friend."

"Oh, hey that's great! Who was it?"

"Lisa's roommate, Emily. I shared a tent with her and we talked for a very long time while attempting to ignore the sounds of my sister copulating. We were unsuccessful in that regard."

He snorted out a surprised laugh. The redheaded girl could do that sometimes, just catch him totally off-guard. It was one of the things he enjoyed about her. Before he could ask any more questions she spoke up first.

"Sam?"

"Yeah, Becca?"

"How do you… feel about me?"

Sam's heart began to thud in his chest at the question. "How do I… What do you mean?"

The small redheaded girl shook her head, her long pigtails flinging about irritably. "I do not know how else to ask you. I am… unsure of…" She seemed to almost physically grasp for the words.

"Becca…" Sam sighed and closed his eyes. "Okay, look… I like you. A lot. You're a great person, and I… I really enjoy spending time with you."

He opened his eyes again to find that Rebecca had shifted on the bench so that she was fully facing him, her pale green eyes glowing in the soft moonlight. "And I enjoy my time with you," she whispered.

"It's just…" He ran his hand over his close-cropped hair in frustration. "Becca, look at us. I'm thirty-seven years old, old enough to be your father."

Rebecca blinked her expressive eyes at him in confusion. "I do not understand your objection."

"It's wrong, Becca! I can't… It would be taking advantage of you. I'm too old for you."

The redheaded girl turned again to stare back out into the night. Sam sat in silence next to her for a few minutes, almost ready to just get up and leave when she finally spoke again in a soft, musing voice.

"I am not entirely sure how to address this. Caitlin did not warn me it might be an issue. You need to understand, Sam, that I am not human. I am a construct, much like Vision is. Age is not relevant to me. I have the physical appearance of a teenager and I will have this appearance for a very long time. From what my sister has explained to me, I will not physically look your age before you would already have expired."

Sam looked at her, open-mouthed. It was the most he'd ever heard her speak before at one time, but she wasn't finished.

"How can I make you understand that age has no relevance to me, or to us? Of far more relevance is this notion of feelings, which I still do not fully comprehend. I have been told that I have these… feelings for you. I believe that to be factual." She turned then, and Sam was almost knocked off of his bleacher seat from the shock.

Rebecca had unshed tears glimmering in her eyes.

"I want to understand these feelings I have for you. And when you tell me that you do not… want to do the same, my heart feels as if it were being squeezed inside my chest. I do not understand this, either." She looked back across the field and shook her head slightly. "It is painful. I am confused," she admitted quietly.

"Rebecca," he sighed tenderly, reaching out to place a hand on her small arm.

She turned again, startled at the contact, but then looked up at him once more. Sam gently reached out to brush away a tear that had escaped, and she stared at his wet finger in astonishment before touching her own face.

"I am leaking," she said wonderingly. "Am I… damaged? What is wrong with me?"

"Nothing is wrong with you, Becca," he replied with a soft smile. "You're wonderful just the way you are."

* * *

 **A/N:** I'm very rusty in writing my lemon scenes. And trust me, if you haven't read any of my Firefly stories, this was pretty tame in comparison. I actually had to take down one of my one-shots and host it over on ArchiveOfOurOwn (AO3) due to the graphicality. But yeah, I felt it needed done. Sorry if I offended anyone, but hey, love is love regardless of gender or orientation, especially if it's between two consenting individuals.

So overall this was the last fun bit of fluff before the final chapter. I really could have inserted more chapters, but I've decided to save that for some one-shots or short stories.

Hope you've enjoyed the ride so far, and if you haven't yet please do consider gifting me with a review to let me know what you think. I welcome all feedback, positive and negative alike.

Hugs to my fantastic Betas, **PandaAnimeLover** and **KellyConnely** , as well as all of my excellent favoriters, followers, and reviewers.

 **theradvlad:** I'll see your indignant huff and raise you an incredulous snort, lol. I do take a page from Joss sometimes, I mean sweet mother of pearl the end of Nothing In The 'Verse was like a massacre… Hope this chapter answers some of your Becca/Sam questions though!

 **Lizarddemon94:** Have no fear, I still have at least a pair of one-shots to toss out there! Maybe more, I'd still like to do a Deadpool episode, I'm just a little intimidated by the prospect - he's such a huge character, and a favorite of mine to boot, I'd hate to not do him justice. A one-shot might be ideal for that, though, give me the time to really work on it… And yes by voice I mean being able to believably speak through the character. Stark and Tony I can capture easy, Vision though, yeah he's kinda Jarvis and kinda naive and, well, maybe a little bit of early-years Superman maybe? I have some Vision fics to pursue, maybe I'll have material for yet another one-shot…

 **Guest:** I admire your persistence and dedication. I might even have considered going down that path except for two small details. One, I almost always write fem pairings, and could use the balance of a hetero one. And then two, I already had this chapter finished. _/grin_

Stay shiny!


	22. Chapter 22

**A/N:** Finale time! I was at first going to lump the whole glorious thing into one chapter, but it was pretty massive. So, a two-parter! Enjoy!

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Avenger's Training Facility  
Upstate New York

"Becca!"

Rebecca Brown perked her head up from the book she was reading. Sam had lent it to her and mentioned it might be instructional for her. So far this little wizard boy had proven himself to be quite resilient and resourceful, but she still wasn't quite sure how to apply a book about a magic school to her own life.

She looked around from her seat on the grassy knoll that butted up against the facility. Having been confined to the indoors for her early life she preferred to spend her free time outside, at least while the weather was still nice. Still, though, she couldn't see where her sister was calling her from.

"Bec-caaaa! Up here!"

Craning her neck she finally found the diminutive brunette, hanging out the side of their bedroom window. It was just around the corner and she was practically falling out while waving cheerfully.

"Can you come in for a sec, please?" Caitlin asked sweetly.

"I will be up presently," Rebecca replied in a normal voice, knowing her sister would be able to hear her adequately. She inserted the bookmark that Sam had gifted to her, a glossy piece of cardboard with the Air Force insignia on it, and closed the book as she got to her feet. The redhead took a quick second to brush the grass off of her legs and the back of her jean shorts before sliding down the incline and heading through the side doors to the residential wing of the facility.

Two armed guards greeted her politely as she entered. "Ma'am," one of them nodded, while the other chuckled lightly.

"Miss Brown, do you or your sister ever wear shoes while off duty?"

Rebecca shook her head with a very slight though friendly smile. "Not if we can help it, no."

The two guards shared an amused look as she walked down the hallway and called the elevator. Once on the second floor she made a right down another hallway. A short distance down she opened the door to the room she and Caitlin shared to find the small brunette perched on her chair, in front of the new Stark Enterprises laptop that Clint had procured for her.

She turned as the redhead entered, tossing her book onto their bed, and shot her a wide grin. "Yay, you're here! Come sit!"

Caitlin scooted over halfway and pulled her down so that they were cheek to cheek. On the screen were a collection of other teenagers all crowded in, three girls and two boys.

"Guys, this is her! Becca, these are my friends from the school for mutants!" She pointed out each one in turn on the screen, and they in return waved cheerfully. "The purple-haired girl here is Blink, this is Kitty, here's Rogue, and Bobby, and Johnny! Wait, where's Peter?"

There was a bit of jostling as another face peered in from up above. "I'm here, just not enough room for me. Hello Rebecca, nice to meet you!"

"Hello everyone," Rebecca greeted them with a half-smile. "I am pleased to make the acquaintance of Caitlin's friends." She turned her head slightly to eye her sister. "Is this the video chat you told me about?"

"Yep! This way we can talk to them like we're in person!"

"It seems inefficient. Would not a phone be more practical?"

"Well, yeah maybe, but this way you can actually see them!"

"I understand." She turned back to nod towards the grinning group of teens. "It is nice to see you all."

Before the conversation could continue, however, there was a buzzing sound from the table as Caitlin's phone began to vibrate. Rebecca's was also indicating an incoming message from its spot in her back pocket. The redhead pulled it out at the same time that Caitlin lunged for hers, and they brought it to their faces with identical expressions of puzzlement.

"G-Y-A-T-T-O-R?" Rebecca murmured quizzically. "I do not comprehend this code that Agent Barton has sent to us."

Caitlin shook her head with a sigh. "I swear, that man… Here, I have one I can send back." Her brow furrowed as she concentrated on typing, her inexperienced fingers still having trouble finding the correct letters. "W… T… F."

Blink barked out a laugh. "Really? Did you just text an Agent back 'what the fuck'?"

"Oh, it's just Clint," she replied breezily.

"Caitlin, you have to hit the send button first," Rebecca reminded her calmly.

"Oh! Right, thanks Becca… How is it you picked up on these things faster than me?"

"Perhaps I am the more intelligent sister?"

"Oh… Oh, you did not just go there…"

Rebecca blinked her eyes innocently. "Go where?"

"Don't you even try that, little miss I-don't-know-what-you're-talking-about… Oops, hey, got another text…" Caitlin peered at her phone again. "Oh! 'Get Your Asses To The Ops Room'? How in the hell was I supposed to get that from _that_?"

The redhead glanced up at her sister. "Do you suppose this means we might be involved in a mission?"

"Oh my God, yes!" Caitlin jumped out of her chair excitedly. "Finally! Okay, we gotta go, bye guys!"

She jumped out of her seat and raced out through the door. Rebecca looked at the screen apologetically. "It was nice to meet you all. I will close the laptop now."

"Okay, bye Becca, see you later!" Kitty laughed.

She had just closed the lid and risen from her chair when Caitlin came racing back into the room.

"What are you doing? Come on, we gotta go! Let's go let's go let's go!"

The brunette dragged her by the arm until they were both racing side by side down the corridor and into the stairwell, matching smiles of enthusiasm on their faces.

Avenger's Operations Center

The pair entered the room at a more sedate pace than they had traversed the facility. As soon as they walked in, side by side, a stern voice called out to them.

"Well, Caitlin and Rebecca Brown, how nice of you to join us."

Caitlin froze in place, her jaw dropping open as she stared at the tall and imposing dark-skinned man standing to the side of the room. His most distinguishing feature, of course, was the black eyepatch.

"You're dead," she finally squeaked.

Her remark triggered a round of laughter, and she stared at those assembled incredulously. Rebecca leaned in towards her carefully. "Caitlin, he does not look very dead to me."

"No, but… He's supposed to be…" She glared at the eyepatched man, who was also grinning in amusement. "You're supposed to be dead! Why aren't you dead?"

"Well, I'm certainly very sorry to disappoint you, Miss Brown," Nick Fury answered her. "Now, please, come have a seat."

Caitlin eased herself into one of the two chairs left empty, naturally next to each other. Rebecca sat herself in the other chair, smiling across the table at Sam who gave her an answering smile. The brunette, however, was glaring around at the rest.

"You all knew," she said accusingly. "Why didn't anyone tell me?"

"Sorry, Miss Brown, but Fury asked us to keep it under wraps so that he might, um, let you in on it himself," Rogers explained sheepishly.

Sam was now grinning at her widely, evidently finding the entire situation very humorous, while Rhodes just shook his head and covered up his own smile, trying to maintain his sense of professionalism.

Caitlin cleared her throat. "Sir, are you my superior anymore?"

Fury shook his head with a smirk. "No, Miss Brown, consider me a consultant for S.H.I.E.L.D."

"Well, then, with all due respect sir, that was a dick move."

Sam's head was cradled in his arms on the table, his shoulders shaking with silent laughter. Both Rogers and Rhodes looked at her, somewhat aghast, while Wanda, sitting at the other end of the table, finally spoke up.

"You should not use such language around the Captain. He is delicate, I understand."

"You know what, Maximoff?" Rogers shook his head with a grin. "I take enough of that from Romanov, I don't need it from you too."

"Alright, people, settle down," Fury chuckled. "Let's start the mission briefing. As this is the first one with either of the Brown sisters, and only the fourth for Miss Maximoff, let's make sure we cover all the bases, shall we?"

He tapped a few keys on the pad in his hand and the display on the screen behind him changed from the S.H.I.E.L.D. logo to an ops layout.

"This is Professor Ivan Gregory. Low man on the Hydra totem pole, or so we thought. As you can see, he's specialized mostly in biogenetics and the like. We had picked him up in Chicago for debriefing, but the agents escorting him came under attack by an enhanced individual on a southbound road. Their transmission was cut off before we could get an identification."

"Cameras?" Rogers asked quickly.

"None in the area. It was a deserted patch of road, and as for their dash cam, well…" He flipped another image up, that of a mangled mess of metal that may or may not have one time been some sort of vehicle. "We weren't left with much to go off of."

"Are we sure it's just one individual, not a team?" Rhodes asked perceptively.

"Yes, tracks indicate just the one. Likely near seven feet tall, so that should make identification easier." Fury looked around at the gathered members of the Avengers team. "Obviously we want the good Professor back in custody, but we'd like to bring in the burly sonofabitch who killed three of our agents as well. Here's their last known location, and this is the direction their tracks led. They've got a two hour head start on you, but I'm confident between Wanda's and Caitlin's talents you'll be able to track them down. Now, the helicarrier is out over the Great Lakes and will be able to support you if needed. I'm heading directly there after we're done to keep my eye on you. Questions?"

Rebecca raised her hand hesitantly. Fury chuckled lightly once more. "Miss Brown, you don't need to raise your hand, just speak on up."

"Yes, sir. What are our rules of engagement? Are fatalities acceptable with regards to the targets?"

Fury leaned onto the table with a sigh. "Rebecca, I wish we still lived in a world where I could tell you, yes absolutely we need to bring them both in alive. But we don't. The last year or so has adequately shown us that the world we live in is getting more brutal as time goes on. Now, with that said," he continued as he leaned back up again, "we are Avengers. We are not assassins. When we go out on a mission to capture, I do intend for you to return with live targets. But I do also understand that's not always possible."

Caitlin nodded thoughtfully and turned to her sister. "I think, maybe, we're just gonna have to play it by ear and follow Cap's lead, huh?"

"That's how we work," Rogers replied agreeably. "But yeah, we do tend to improvise when needed."

"That is acceptable," Rebecca concluded with a nod.

They chatted for awhile more to make sure they had what they needed before splitting up to go grab their gear. "Wheels up in fifteen," Rogers reminded them. He, of course, was already suited up, and retrieved his shield from where it stood in the corner.

Fury intercepted him before he could leave the room. "Cap, is Rebecca going to be a problem?"

"No, I doubt it," Rogers shook his head. "She's a good kid, really. Just needs direction, and she's very willing to follow my lead."

"What about her sister?"

"Cat? What about her?"

Fury regarded Rogers with a piercing gaze. "Would Rebecca follow Caitlin's lead over your own, if it came down to it?"

"It's not that simple," Rogers disagreed, slinging his shield onto his back. "Yes, she would, but Cat in turn trusts me and will follow my orders."

"Even if it puts one or the other at risk?"

Rogers opened his mouth but then closed it again thoughtfully. "I see what you're getting at. Yeah, that would cause a problem." He gave Fury a confident grin. "I'll just make sure it doesn't come to that." He gave the former Director a nod before heading out at a trot to make sure the quinjet was loaded and ready to lift.

Fury regarded his retreating back levelly. "I hope you can, Cap," he murmured.

Outskirts of Chicago

Rebecca and Sam stood on a nearby hill overlooking the road where the ambush occurred while the others, except for Rhodes who stayed with the quinjet, stood around the site itself. "Yeah, we can see the site where big guy jumped from," Sam reported over the comm. "Left a large imprint. From what we can tell, he was here only a short while, so he must have had advanced notice of the route."

"Alright, thanks Sam, come on back down," Rogers replied from where he stood, arms crossed.

Caitlin snickered softly as she crouched near to the ground. "Unless you two want to enjoy the view up there for awhile."

"Cat," the Falcon replied levelly. "Shut up."

"Yes, Sam."

Rogers looked over at Caitlin, his eyebrows raised. "Wait, what? Rebecca… and Sam?"

"Don't worry about it, Cap," the brunette replied airily as she waved her hand above her head dismissively.

Wanda smiled slightly from her crouch opposite Caitlin. "It is just a thing, no need to, what is the word… fret yourself."

"Oh, I'm fretting," Rogers muttered. "There's plenty to fret about here."

"Seriously, Cap, let it go," Sam growled as the pair approached. Rebecca calmly walked over to stand next to Caitlin with her hands held behind her back.

"Sam-"

"No, Cap. Not now. Maybe not ever. Alright?"

Rogers looked at his friend searchingly. "We're gonna talk. Not now, fine, but we're gonna talk. You ain't getting out of it."

Sam sighed in exasperation and rolled his eyes. "Fine."

"Before you do, Cap, you're gonna talk to me first," Caitlin remarked as she crawled across the dirt on the side of the road.

"I'm… Pardon?"

"If you haven't noticed, I'm just a little protective of my sister. So before you go all righteous and indignant on Sam, and possibly mess things up, we're gonna have a chat first. Got me?"

Rogers blinked his eyes, surprised at her steely tone. "Yes, ma'am," he finally replied with a rueful smile.

"Thank you, Captain," Rebecca said quietly, her eyes still on her sister.

Rogers shook his head bemusedly. Now was not the time for interpersonal relationships. "All right then, do we have anything?"

"I can confirm the direction," Wanda reported as she stood. "There was no magic used in this attack. It was only muscle."

"Which was enough," Caitlin mused as she bent down to sniff at the ground. "I think… Yeah. Okay, I think I can track him. Definitely a male, hasn't washed in a while. Also, even with all that happened, he didn't bleed any."

"So not just strong, but tough as well," Sam said with a sigh.

"They do tend to go together," Rogers replied humorously.

"Right," Caitlin said as she sprang to her feet. "Shall we get our asses in gear?"

"Language, Caitlin," Rebecca remarked with only the ghost of a smile showing.

Rogers put his hand on his chest as they walked back to the quinjet. "Really, Rebecca? You too?"

"I do not understand what you are referring to."

"She does that so well," Caitlin murmured with a smile.

"I'm beginning to suspect your sister might be the more devious of the pair of you, Cat," Rogers chuckled.

"You're just now figuring that out, Cap?" Sam grinned.

Downtown Chicago

Chicago was a large city, towering buildings interspaced with historical venues. As with most cities, there was a section a little more run down than others. The trail they were following led them directly to a group of mostly-abandoned warehouses near the railway tracks. The quinjet had been stashed in stealth mode in a vacant lot nearby.

"Alright, Falcon and War Machine, you have overwatch," Rogers began. "Take that roof there, and then the one over here. This one looks more sturdy, Rhodey, it's yours."

With a roar of engines, one much deeper than the other, their air support lifted off, leaving Rogers to speak with Caitlin, Rebecca, and Wanda.

"Cat, you figure out which building it's leading us to?"

The diminutive brunette nodded slowly, her eyes half-closed as she raised an arm. "Should be… that one. I'll know better as I get closer to it."

"Well, there's no activity," Rogers mused. "And that has me worried."

"Ambush?" Caitlin queried.

"Unless he was really working alone. Alright, Cat with me, Becca and Wanda take the flanks. Stick to the shadows as best you can, alright?"

Wanda nodded and slipped off towards the left, her dark red jacket blending in rather well with the scattered cargo containers. Rebecca paused as she slipped out one of the many knives she had concealed about her dark blue jumpsuit, including several in her combat boots, identical to the outfit Caitlin wore.

"You will be careful?" she asked her sister.

Caitlin smirked. "Hey, it's me!"

Rebecca sighed and shook her head as she walked off. "That is not as reassuring as you intend it to be."

Rogers snorted softly as he and the small girl strode forward. "She's definitely got your number," he remarked.

Caitlin frowned and tilted her head to the side before finally smiling and giving him a nod. "Yeah, she does."

"Keep meaning to ask you," he mused. "Can you actually sense where she is?"

"If I concentrate, sure."

"Huh. And she can do the same?"

"Pretty much, yep."

"Have to keep that in mind. We should have trained around that."

Caitlin shrugged unconcernedly as they stopped in front of the side door. "Well, it's not like we ever… train… apart…" she trailed off as another frown began to form on her face. "The scent's getting stronger."

"So we're on the right track."

"No, it's getting stronger right now…" She sniffed cautiously before her eyes widened. "Cap, down!" she yelled.

Both of them hit the deck just in time as the side door went sailing off its hinges and over their prone forms. She sprang to her feet just a half second before Rogers did, an anticipatory smile on her face. It faded to a look of incredulity as a large, heavily-muscled man, shirtless and wearing only tattered jeans, strode forward. He was indeed at least seven feet tall and had a mop of shaggy brown hair on his head and a dark look in his eyes.

Caitlin was frozen in place as the giant of a man advanced on her. Rogers had his shield cocked back to throw but didn't want the rebound to catch the small girl in the face. "Cat!" he yelled. "Back up!"

She didn't move, though, and Rogers could have sworn he heard a single word whispered over the comm.

"Eric…"

And then with a lighting quick move the giant man backhanded the small girl to send her flying over a container and out of sight.

With a muffled curse Rogers flung his shield and ran forward. It rebounded off of the man's chest, hardly even staggering him. He caught it as he rushed in to land a hit into his gut, ducking the first retaliatory swing and catching the second on his shield, pushing him back a couple of feet.

"Wanda, Becca! Go get the Professor! Rhodey, engage! Sam, check on Cat!"

He was on the defensive now as the big man barelled at him, throwing quick but powerful punches that he could barely stay out of the way from. Then there was a whistling sound as a miniature rocket arced in and exploded against the man's chest, making him pause. War Machine landed with a thud on the other side of him.

"Really? That didn't even phase him?" Rhodes asked incredulously.

"He's fast, Rhodey, watch out for-"

But he didn't warn him quickly enough. As Rhodes levelled his weapons on the man he rushed inside his firing arcs, slamming a shoulder into the armored man and sending him crashing up against a metal container, denting it inwards.

"Shit! No kidding, he's fast…!" Rhodes muttered as he got to his feet. He managed to get a barrage off of with his chain gun before the man clamped a hand over the barrel, bending it out of place. Rhodes pushed out with his hands and engaged his thrusters, actually causing the man to stumble backwards as he gained some distance.

Rogers flung his shield at the back of his head, but it didn't even get the giant to notice. He sighed as he caught the shield again. "No response at all, huh?"

"Cap, I've got Cat," Sam reported. "She's shaken and lost her comm. Listen fast, this is another model from her lab, one of her… um, residents, was like him. We gotta take him down before he transforms."

"Wait, transforms?" Rhodes asked as he made a quick thruster hop backwards, raking the man with his arm guns. The bullets were beginning to take a toll on their target as he was actually bleeding some now.

"Oh, that does not sound good…" Rogers grunted as he ran forward. "Right, let's hit him hard then."

Rhodes cut his gunnery off as Rogers closed in. War Machine stomped forward to hammer the man with his metal fists as Captain America leapt up and delivered a kick to his kidney area.

Caitlin had just jumped up on top of the container when the giant man took hold of Rogers' leg and tossed him upwards like a twig. She raced off the end to try and catch him, but ended up taking the brunt of his impact, back on the concrete ground once more.

There was a sickening crunch of metal as the giant man slammed a fist into War Machine's chest plate. "Dammit, that actually dented me!" Rhodes shouted as he fired his thrusters again. Before he could lift the man caught hold of his leg and sent the armored suit crashing to the ground on its back, dazing the man inside.

Rhodes looked up to see the large figure bring his foot up to stomp down on him. "Oh, shit," he breathed.

Before he could do so, Sam soared in, guns blazing. It was enough to distract the target and let Rhodes regain his feet and his distance.

"Guys, the suit is taking a hammering, I'm at sixty percent already," he reported. "And… uh-oh."

The man was actually roaring in frustration and anger now, but the edges of him seemed to blur and become fuzzier, actually growing even larger in size… Until he was a monstrous brown-haired bear, bigger than the polar variety.

"That is one big bear," Sam commented as he made another pass.

"Sam, get over here and get Cat airborne, she's got an idea. By the waist, please, she dislocated her shoulder trying to catch my overly large body." Rogers rounded the corner of the shipping container he'd fallen behind. "Right, here's what we need to do…"

"Captain, we found the professor," Wanda reported urgently. "He's dead."

"Okay, you two get back out here, we need all the help we can get. Rhodey, get ready to move in."

"What's the signal, Cap?" Rhodes asked, circling the bear on his thrusters while sending bullets into its hide. They didn't seem to phase it at all, he just growled ferociously and reared back on his hind paws to try and reach him.

"You'll know."

Just as Rebecca and Wanda ran up, Sam came soaring overhead, his arms wrapped around Caitlin who was grimacing in pain. They gained a fair bit of altitude… before he dropped the small brunette girl.

"What is she…?" Wanda breathed fearfully.

Halfway to the ground Caitlin changed into a sleek and muscular panther. She slammed into the chest of the bear, knocking it onto its back.

"Move in! Wanda, be ready to get close and shut him down! Becca, you back her up!"

Both Captain America and War Machine sailed into the fray, one by ground and the other by air, but not before the bear got its rear legs under the furiously clawing panther and sent her soaring through the air once more, this time through the wall of the original warehouse.

"Cat!" Wanda cried out, but Rebecca touched her arm reassuringly.

"She cannot be harmed by something like that," she briefly explained.

Both Rogers and Rhodes were now engaged, hitting with all their might to keep it occupied and on its back. As soon as the other two girls could ascertain the bear was sufficiently occupied, Rebecca grabbed her by the hand and ran towards the head.

The bear reared its head back and snapped at Rebecca, who let go of Wanda to dodge the attack. Instead of retreating, however, she lunged forward and wrapped her arms around the bear's snout to keep the mouth closed. Her muscles strained to restrain the powerful jaws, but she was able to maintain her grip long enough for Wanda place her hands on its head.

The woman's eyes glowed a reddish hue which was echoed down her hand and into the bear's eyes, until it gave a great sigh and collapsed, no longer fighting back.

After another second or two, its form shimmered once more to be replaced by the figure of the large man again.

"Damn," Rhodes grunted as he stepped back. "Times like this I wish Bruce was still around."

"Yeah, well, we all do," Rogers murmured wearily. "Alright, status, people. Sam, you have the binders?"

There was no answer at first, and Rebecca's head shot up to look around in concern.

"Sam? Report!" Rogers ordered.

"Yeah, Cap, I'm here… One sec…" There was a whine of high-pitched engines and then the Falcon was on the ground and striding up to them, binders in hand. "Here you go, Cap. Look, I, uh…" He glanced at Rebecca worriedly as Rogers placed the cuffs around the man's wrists and the nullification collar around his neck to hopefully prevent him from both waking up and accessing his powers. Though from what Caitlin had described of her experience, that last part was unlikely.

"Sam, what is wrong?" Rebecca asked quietly.

He pushed his goggles up on his head in frustration. "I went to check on Cat. She's not where she landed, and I can't find any trace of her."

All of the Avengers stared at him uncomprehendingly. Rebecca was the first to react, sprinting off into the depth of the warehouse.

"Becca, wait!" Sam called.

Rogers gave himself a shake. "Rhodey, can you handle him on your own?"

"Yeah, I got 'im, Cap."

"Alright then. Sam, Wanda, with me." He jogged forward, concern lending speed to his previously weary steps.

The three entered the gloomy warehouse. It was filled with wooden crates, but it was fairly obvious where Caitlin the panther had landed. There was a large hole in the wall, high up, and a corresponding crater near the middle of the floor. Crates were smashed into matchsticks and lined the hole, but there was no sign of Caitlin.

Rebecca crouched by the impact site, clutching her head in her hands. She turned at their approach, and Rogers was taken aback at the look of fear in her eyes.

"I cannot feel her!" she whispered anxiously.

Rogers looked about, examining the surrounding area closely. There was evidence of recent passage, either by Wanda and Rebecca previously or perhaps the giant man from before that. It was hard to tell if she had stumbled off under her own power, or…

"Becca, you can normally sense where she is, right?" Rogers asked intently. "Can you concentrate and find out?"

The small redheaded girl stared up at him, her pale green eyes beginning to tear up. "I cannot feel her," she repeated, her voice tinged with panic. "I can always feel her, but I cannot! I am… I am alone!"

Sam crouched down next to her and gathered her into his arms. "No, you're not, Becca. We got you, and we're gonna find her, okay?"

"What if she is dead?" she moaned disconsolately.

"She is not," Wanda reported from the other side of the crater.

The other three looked up at her hopefully as she stood up, a glazed look in her eyes and her hands outstretched. "She was here, there is… an energy residue. It leads away but then dissipates."

"Okay, that means magic then, right?" Rogers inquired.

"Yes, it does," she replied solemnly. "But they have covered their tracks. Even now it fades to nothing… If I were here even one minute later I would not have been able to tell that much."

"Do you have a direction? Anything?" Sam asked.

"No, I am sorry," Wanda murmured, her eyes downcast.

"Right." Rogers knew this was going to be tough to swallow, but it was their only course of action. "We need to get the target back to the helicarrier and confined before he wakes up. We might be able to track her from there too, use the satellites."

"I cannot leave her," Rebecca whispered.

"Becca, you're not," Rogers tried to reassure her. "We need to regroup. Let's get back to the helicarrier and start tracking. I'll call in a team, get them down here to look for more clues and also to… well, clean up the Professor." He sighed as Sam helped the girl to her feet and they headed back towards the quinjet.

Fury wasn't going to be happy about the Professor, but they had little control over that. "One outta two ain't bad," he murmured to himself.

S.H.I.E.L.D. Helicarrier.

They were gathered back in the operations room. Rebecca had been pacing the perimeter of the room with an intent look on her face, as if desperately trying to keep herself together. Sam could only watch her helplessly, unable to reassure her any further than he already had tried to do.

Natasha walked into the room, Maria Hill at her side. The redheaded woman immediately sought out Rebecca with her vivid green eyes and quickly headed over to her. She enveloped her into a hug and began murmuring to her quietly. At first the small girl was tense and trembling, but eventually began to relax. The two let go of each other and Natasha gripped her gently by the jaw.

"I swear it."

She released her hold and Rebecca gave her a grateful nod, the slight smile seemingly forced to her lips before fading away as Natasha turned back to sit down at the conference table next to Maria. The petite girl continued her pacing again, but at a less frantic pace.

The entire room froze in expectation as a transmission came in. Barton's unusually solemn face appeared on the large screen as Fury typed into his pad.

"I've scoured the area," he reported. "No trace that I can find. She was here, obviously, but once outside the warehouse, there's no trail left."

Fury sighed as Rebecca resumed her pacing. "And I've gone over the satellite footage. We have eyes on the entire neighborhood, but nothing and no one came out the back during that time."

"So, what, she's completely vanished?" Sam asked incredulously. "That's the best we can do?"

In a lightning move Rebecca whirled around, one of the many blades she kept about her body clenched in her tiny fist. She drove it into the center of the wooden conference table hard enough that it was buried to the hilt.

"That is not good enough!" she shouted angrily.

That certainly got everyone's attention, not only because of the violent act but also because no one had ever, not since the girl had shown up on their doorstep two weeks ago, heard her raise her voice.

Rebecca stood by the table, leaning onto both of her hands and trembling with the effort at remaining calm enough to speak.

"I am not a tracker," she began, her voice tightly controlled. "Caitlin is the tracker. I am a fighter, all I can do is fight. It was what I was made for. If none of you can track either, then we need to find one who can."

"Becca, I just told you," Barton began gently from the operations room screen. "I'm the best we have but I couldn't find a trace."

"No, Clint," Rebecca said firmly. "A tracker. One who can smell. One who can track by scent."

Natasha pressed her hands to the table and grinned suddenly. "I might know a guy."

Chicago

Rogers and Sam were waiting with Rebecca just outside the warehouse once more. The building itself was cordoned off, but the agents had all been removed to make the scene as accessible as possible.

Rhodes was working on his suit to get it operational as quickly as possible, while Barton had gone back with the S.H.I.E.L.D. team to the helicarrier. He and Natasha and Wanda would be standing by in another quinjet to provide backup where needed.

The three Avengers members looked up at the whine of approaching jet engines. It was another VTOL jet like the quinjet, but longer and sleeker. It looked like it could attain much greater speeds.

"Now that is a nice piece of machinery," Sam murmured appreciatively.

Rogers eyed where Rebecca was standing several yards away, staring up at the aircraft intently. "You sure you want your girlfriend to hear you talkin' like that?" he tried to joke quietly. He still wasn't all that sure about how he felt, but he owed it to Caitlin right now to just let it go for the time being. At least until she came back to have that talk with him.

He had to believe that she'd be back for that talk.

Sam sighed. "One, she's not my girlfriend," he began. "Not officially or anything. We're… still trying to figure that out. And two…"

Rebecca glanced over her shoulder. "She has excellent hearing," she called out before returning her gaze to the descending jet.

"Right," Rogers muttered with a small grin.

The aircraft had barely touched down before the ramp lowered and a figure hopped out. It closed just as quickly and the jet was off again, taking flight through the Chicago skyline.

He was a stocky man, grizzled and hairy but with a look that said he'd seen it all and refused to get overly worked up over it, much less be impressed. As soon as his feet hit the ground he pulled out a cigar from his leather jacket pocket and lit it before stalking forward.

Rogers walked to meet him halfway, smiling and with his hand extended. "Mr Logan, I'm glad you could join us."

"It's just Logan, bub, and I'm here 'cause of the kid," he said gruffly. He took the proffered hand and gave it a brief but firm shake. As he eyed the other two with Rogers, his eyes lingered on Rebecca.

"So, figure you'd be Becca, then," he mused. She nodded wordlessly, and he gave a grunt of acknowledgement. "Right. Take me to it."

He crushed out his cigar on the concrete just inside the doorway, still missing the actual door that had been torn off of the hinges. "Musta been one big fella," he commented, glancing at the frame.

"Yeah, he was," Sam replied. "I'm Sam Wilson, by the way."

"I know who you are," Logan replied distractedly. "Always gotta keep track of who might be the opposition one day."

Rogers glanced at him concernedly. "You planning on going against the Avengers?"

"Never plan on it, Cap," he said as he circled the crater, sniffing both the floor and the air. "But, I'm a mutant, and our relationship with the government is, well, tenuous. Word goes out that we gotta be rounded up, who you think they're gonna call?"

Rogers and Sam shared a somewhat incredulous look.

"And don't look like that. You know it's possible."

Rebecca was ignoring the interchange, concentrating only on the man who was now crouched and bending his face to a small discoloration on the concrete.

"You have something," she stated.

Logan sat back on his haunches. "Yeah, I do, kid. This smells off, right here, like somethin' foul rubbed up against it. You mentioned on the phone yer witch said there wuz magic involved?"

"Ah, she's not a witch…" Rogers began, but at a sharp look from the grizzled man left the semantics alone. "Yeah, she did. Felt the residue, but it faded away."

"Right, well this smells like it. I got her scent, also. Let's see what's out back."

They exited the warehouse onto the street. Logan stood there for awhile, just breathing in and out while roaming the area with his steely gaze.

"Okay. What's the plan. I don't want too many with me, messes me up if I'm trackin'."

"I will go with you," Rebecca stated calmly. "I have a communicator. Captain Rogers and Sam may wait nearby for when I call them."

Rogers opened his mouth to dissent but Logan beat him. "Sounds good. Let's move, kid. Can you keep up with me like yer sister could?"

"I can."

"Good."

With that the two were racing off into the fading light, deep into the city of Chicago.

"Cap?"

"Yeah, Sam."

"I got a bad feeling about this."

Rogers sighed heavily. "Yeah, Sam."

Unidentified Location

Caitlin woke slowly. Her head felt groggy, which was rather unusual, actually. Her metabolism usually shrugged off any sort of drug or injury soon enough, and she felt like she had been asleep for some time, so she should be wide awake and alert by now.

That didn't seem to be the case, however.

As she woke, she took careful stock of the situation. She was upright and tightly restrained to a vertical metal surface of some sort, spread-eagled and naked in a dimly-lit concrete room with only a single steel door that she could see. None of that bothered her overmuch. Once she had her facilities about her, she'd break her bonds easily enough.

"Oh, I don't think you'll break those anytime soon, little one," a raspy female voice whispered from nearby.

Her head snapped to the right where the voice came from. She hadn't even realized she wasn't alone in the otherwise barren room. Though her peripheral vision now noticed odd hooks and projections on the wall.

 _How did I not smell or hear her?_

 _/Dunno, Cat, but that might be the least of your concerns, all things considered./_

"Who are you?" Caitlin asked hoarsely.

"Oh, poor little kitty cat, wakes up and doesn't know where she is," the woman said in a sing-song voice, which was actually quite creepy in the girl's opinion. As she walked around to face her, Caitlin noted the woman's garb of a simple dark robe. It tickled the back of her mind, but she was still feeling too fuzzy to grab hold of the memory.

"I have you, little kitty cat, after much planning and preparation, and even greater expenditure," the old woman continued with a leer. "I'll admit, purchasing that great oaf's services cost a pretty penny, considering I won't get my deposit back now…"

"What are you talking about?" Caitlin interjected confusedly.

"Why, my grand scheme!" she said merrily. "Isn't that how this works, I have you in my clutches and can now reveal my plotting? What was it you called it…?" She tapped her finger to her chin sarcastically. "Oh, yes! Monologuing!"

Caitlin sucked in a shocked breath as she finally realized who the woman reminded her of, not just the garb but in the face, the nose… "That dark practitioner from Salem!" she murmured incredulously.

"Why yes, dearie, so glad you remembered!" the old woman hissed venomously. "I was always more skilled than poor, deluded Edward, but he was proficient enough with his summoning magic. So promising… And then you came along!" Her voice had risen to a shriek by this point and spittle began to fly from her cracked lips. "You murdered my poor brother!"

"I…" Caitlin shook her head, still trying to clear it. "How do you know all of this?"

"Why, magic, of course, little kitty cat!" she replied, suddenly calm again as if a switch had been thrown. "Here, let me show you…"

The woman withdrew a small handheld mirror from a pocket in her robes and spoke a quick incantation. It glowed brightly before showing a pair of individuals creeping along a dark alleyway as if from a small television screen.

Caitlin's eyes widened as she recognized the two figures as Logan and her sister.

"Yes, you know them, and they're on their way to save you! Isn't that marvelous!" The woman wiped her hand across the mirror to darken it before returning it to her robe. "All part of my plan, I assure you… And it's good for a great many tricks, yes, even for viewing events that happened in the past!"

"If you know my friends are on their way," the small brunette remarked, "then perhaps you should start running now."

"Oh, no, dearie, not before you help me destroy them! And in doing so, destroy yourself!"

"What?" she barked incredulously. "What do you… No! I would never help you!" She was beginning to become slightly worried as she tested the restraints and discovered that, indeed, she could not break them in this form. If she could just focus long enough to call the panther forth again… But she needed to stall for a little more time.

"What do you want from me?" Caitlin demanded.

"Want from you?" the old woman shook her head condescendingly. "Oh, I don't want anything from you. I just want you to do what it is that you do so well, that is, kill and butcher wantonly."

The petite girl blinked her eyes uncertainly. "Why would I do that? I'm not going to just kill who you want me to!"

"Oh, no dearie," the woman grinned evilly as she approached, one bony hand extended. "I wasn't talking to you. I was talking to… her."

As soon as her hand made contact with her chest, Caitlin arched her back in agony, screaming. She felt as if she were ripping apart from the inside. Some part of her, Chris perhaps, realized what the woman was doing and desperately tried to fight it, but it was about as effective as trying to hold back a raging river.

Her screams of pain changed into a howl as the woman backed away, eyes glittering. Holding her robes close around her, she opened the door and gave a flick of her hands, releasing the restraints as she slipped away and vanished.

Downtown Chicago

Rebecca followed close on the heels of Logan, watching the surrounding area carefully as he concentrated on following the scent that was growing stronger. It seemed to be a rather dilapidated urban neighborhood, mostly made up of abandoned row housing and storefronts. There were a few intrepid people who still clung to their homes and businesses, but it would seem as if they were slowly losing the fight against encroaching entropy.

The stocky man paused across the street from a derelict butcher's shop. It was thoroughly boarded up and shuttered, though the reinforced door looked as if it might be able to be forced open. "Here," he reported tersely.

Rebecca nodded in acknowledgement and tapped on her ear comm. "Captain, we have found her location. Requesting backup."

"Affirmative, got your signal, Becca," Sam answered for Rogers. "On our way, you stay put, hear me?"

The redheaded girl resisted the urge to roll her eyes, but didn't deign the request with a reply.

Both she and Logan whipped their heads around as the sound of a piercing scream reached their ears. "That is Caitlin," Rebecca said rapidly. "I can feel her again, it is her!"

"And I ain't waitin' on backup," Logan growled as he stalked forward.

"Wait…" Rebecca warned as she heard the screams change in timbre to resemble that of a ferocious beast.

Logan was still a few feet away from the door when a huge, dark form came smashing through the wood that had been barricaded across the storefront. The stocky man stumbled backwards and he automatically extended the claws from the backs of his hands in shock. The black-furred beast took immediate note of this and rounded on him, saliva dripping from its razor-sharp jaws as it growled in anticipation.

"Oh, no," Rebecca breathed. "No, Caitlin, no…"

* * *

 **A/N:** Okay, so this is part one of the finale! Yeah it's kind of a cliff-hanger, but I enjoy those, heh. I'll try not to take overly long to post the second part, it's done but just needs polishing.

Thanks are due to my Betas, **PandaAnimeLover** and **KellyConnely** , and many showerings of gratitude for my lovely favoriters, followers, and reviewers. You all rock my socks.

 **theradvlad:** You crack me up. Never change.

 **Trench gun:** Don't worry overmuch about the creativity, I just appreciate the constant words of encouragement. Thanks!

Stay shiny!


	23. Chapter 23

**A/N:** So here's part two of the finale!

 **Standard Disclaimer:** All rights belong to those whose rights they belong to, primarily Marvel, though quite namely not me. Don't own a thing aside from my OCs.

* * *

Chicago

Rogers sat in the copilot's seat of the quinjet, his eyes straining to pick up evidence of where they needed to go. The light was falling fast and the sun only visible from their height. The rest of the Chicago neighborhood was cast into a dark shadow.

"Anything?" Rhodes asked from the rear of the jet. He was suited up and had joined them from the helicarrier, ready to deploy. They hadn't heard from Rebecca since her earlier transmission, even when they attempted to hail her, and the beacon from her comm unit had cut off a short while ago.

Sam was pacing the length of the quinjet's interior, nervously waiting on word from Rebecca.

"Not yet…. Wait!" Rogers leaned forward as he saw a flash of color. It looked to be a shirtless man, but he seemed to have flown across the dimly-lit street. He blinked as he thought he saw a dark shadow follow, but it was too quick to determine the details. "Alright, I think this is it. Hover in place, then get away after we're off," he ordered the pilot. "Keep close."

The back opened and both Rhodey and Sam were out first, their thrusters firing to settle down in the middle of the street. Rogers jumped out and landed in a crouch in between to the pair, the asphalt cracking slightly under the impact. He straightened and unslung his shield.

"Thermals picking up two figures fighting, rest of the street is clear," Rhodes reported, his newly-repaired chain gun tracking movements up the street. "I also just overheard the police scanner saying there's been multiple calls from this neighborhood, there are units inbound."

Sam adjusted his goggles. "I see 'em. One looks like Logan, but the other… I've never seen anything like it before…"

"Right," Rogers began, but then spun at the sound of running feet behind them.

"Captain!" Rebecca sprinted up and skidded to a halt next to them. "It is her! Caitlin!"

"Slow down, Becca," Rogers said calmly. "What about her? Did you find her?"

There was a grunt of pain as a body came flying out of the dark to land at their feet. It was Logan, his clothing as ripped and shredded as his rapidly-healing skin. There was a growl that reverberated from the darkness, and a pair of ferally glowing green eyes resolved into a towering black-furred monstrosity, a hybrid panther beast with long, razor-sharp claws and a gaping maw filled with more teeth than Rogers was comfortable with.

"Yes," Rebecca replied softly. "We did."

Logan rose once more, cracking his neck to the side and flexing his arms. "Glad you could join the party, Cap," he growled. "Hope you got a plan, 'cause my claws are barely tickling her."

"Wanda, Barton, and Romanov are inbound," he replied tersely. "We keep her occupied until then, contain her to this street. We can't let her get away."

"Great," Logan muttered as he spat a wad of bloody phlegm off to the side. "So, back to a punching bag, then." He shouted a wordless challenge as he waded in once more. Rhodes took the the sky briefly to land behind the creature and Sam soared up to remain on overwatch, while Rebecca and Rogers took to the flanks.

The beast crouched, almost eagerly, snarling as it pushed off its powerful rear legs. It met Logan in mid-charge and sent him flying backwards once more. Rogers took the opportunity to fling his shield at its head, hoping for a stun, but it was far too fast and nimbly skipped to the side.

Its claws whipped around in a circle, keeping the opponents at bay. Rogers moved just a hair too slow and caught the edge of them across his torso, leaving bloody trails, but Rebecca bent backwards at the waist as she easily avoided the overhand swing that seemed to be more to keep her at bay than actually hurt her. She slid in further and kicked out at the beast's leg before rolling back out of range again.

The creature, for some reason, seemed to ignore Rebecca's efforts and instead turned about to face the War Machine who was just now levelling his guns in it.

"Dammit," Rhodes sighed. "Here we go again…"

He opened fire as the beast flung itself at him. He stepped to the side but was unprepared at the dexterity of it. A claw caught the side of his suit and peeled back slivers of metal.

"Shit!" Rhodes barked out as he hit the thrusters to gain altitude once more. "She's like a goddamned can opener!"

He got twenty feet into the air and rotated to track the beast, but it had other plans. It leapt upwards and tackled the armored form, ripping and tearing at the armor in midair, sending bits and pieces of machinery raining down on the street. Sam flew in and triggered his guns but they were about as effective as rubber bands, possibly even less annoying.

"Rhodey! Get to ground!" Rogers ordered.

He flipped around and fired the thrusters full-force, sending the two of them hurtling into the ground and causing a large crater to form on impact. Rhodes staggered to his feet, trying to ascertain the full extent of the damages to his suit.

Sam landed next to him, trying to help the large armored form up. "Hey, Rhodey, you okay, man?"

"Systems at twenty-five percent," Rhodes reported grimly. "I've got one working gun, thrusters are out… and armor's been breached in several places, I can feel the breeze. By some miracle, I'm not bleeding yet. I think."

They turned as the beast slowly rose to its feet, growling at first but then dissolving into what sounded like a dark and feral chuckle.

"Okay, that is eerie as fuck," Sam breathed, his guns held up before him as he backed away slowly.

Before it could move the beast was attacked from two sides. Rogers sailed in with his shield held like a battering ram, while Logan sprinted at it with his adamantium claws extended like spears. They met in the middle and at the bottom of the indentation in the ground, the black-furred creature between them, with a resounding crash.

Sam turned back toward War Machine to help him out of the crater but saw that Rebecca was already there, pulling on the armored suit with her considerable strength. The three of them were soon overlooking the crater and the furious brawl beneath them.

"Um, guys," Sam said quietly. "Don't wanna sound like a wuss or nothing, but I'm not gonna survive three seconds in that."

"You and me both, man." Rhodes murmured. "Hey, radio's still working, Barton is five minutes out, but the police have already arrived at the edge of the neighborhood."

"Sam," Rogers grunted as he took a claw on his shield, scraping long furrows of paint off. "Go head the police off, don't let them into this!"

"Right," he replied, extending his wings and soaring off to the edge of the street where bright red and blue flashing lights were now visible. They were by this point the primary illumination for the neighborhood, casting the entire scene into a surreal light.

Wolverine snarled as he stabbed and thrust with his claws, having found that was the best way to break the beast's skin. Slashes were simply shrugged off. He could only dodge the nimble creature for so long, however, before he was backhanded and sent smashing up against the wall of the crater at Rebecca's feet.

She crouched in concern. "Mr Logan?"

"Yeah, I'm good, kid," he growled, wiping the blood from his mouth with the back of his hand. "Gettin' my second wind."

"I do not think she will fight me," Rebecca remarked.

"What?" Logan's head whipped around. It only took a second for him to realize that as much as she'd been in the thick of the fight, the creature had not laid a claw on her. "What didya have in mind?"

"Rebecca, no!" Rogers yelled from where he was fending off the beast. It finally got both clawed hands around the shield and tore it away from his grasp, flinging it to the side contemptuously. "Don't do anything stupid!"

"It is not stupid," she announced as she slid down into the crater and calmly walked towards the beast.

"Coulda fooled me," Rhodes grumbled. "Hey Cap, there's more police arriving, looks like a SWAT team, other side of the crater there."

Before Rogers could answer he had his arm grabbed from the roundhouse punch he'd attempted. His form went sailing through the air to crash into a nearby deserted storefront.

"Kid, if yer gonna do something, now's the time," Logan warned.

The black creature turned, snarling ferociously and looking for more targets, when it spied a small redheaded female standing in front of it.

"Caitlin," the diminutive girl said in a clear and ringing voice. "You must stop this."

A growl rumbled deep in its chest and it flexed its lethal claws ominously, but the beast did not approach further.

Rebecca tried to ignore the commotion up above. She could tell that there were others who had arrived, likely law enforcement. Rhodes had gone off to unbury Rogers from the rubble and Logan was trying to edge around the crater to reach the new arrivals without attracting the beast's attention. She had to end this, now.

"I know you can hear me," she continued, taking a step forward with each statement. "I know you will not hurt me. But you must fight this. You must come back to me." By this point she was within arm's length of the creature, her head craning back to regard it in the eyes. "Please, Caitlin."

There was something that flashed across the glowing green eyes, something human, and for a brief instant the color flickered over to the pale green that she shared with her sister.

And then a new voice called out from the lip of the crater. "Open fire!"

"Nooo!" Logan howled, but by that point it was too late.

Automatic weapons fire rained down into the crater, ricocheting off of the beast's hide ineffectually. It turned, snarling out a challenge, but froze at a soft sound that issued from back where Rebecca was standing.

The creature turned once more to see the small redheaded girl clutching her hands to her abdomen. Blood welled up between her fingers as she looked back up. She gave the beast a gentle smile before her eyes rolled up in her head and she collapsed backwards into the dirt, her blood turning the ground into sticky mud.

With a roar of inarticulate rage the creature leapt up and into the midst of the SWAT team. Two swipes of its claw neatly eviscerated a pair of the tactical team members standing in front of it. Another claw dug into the chest of a man, killing him instantly. It flung the mangled body at a group of the officers, still firing their weapons frantically, and they were unceremoniously bowled over.

"Becca!" Sam yelled from overhead. He had returned from the other side, where the police had promised to hold back, but this other group either did not get the word or simply refused to comply. He couldn't reach them in time, but did see Rebecca fall to the ground. Bullets were still flying about the area, but he was heedless of his own safety and only had eyes for the small, crumpled form lying on the ground. He dropped to land directly next to her, folding up his wings and crouching to shield her body with his own.

Rhodes and Rogers arrived to see the beast kock the SWAT van onto its side, crushing three officers sheltering there. Logan had by now re-engaged, but the enraged beast wouldn't even acknowledge the assault on its rear, instead concentrating on slaughtering every police officer in sight.

"Cap! We're here!" Barton reported. Rogers could hear the whine of the quinjet over the sounds of the battle as it approached. "You want Wanda on the ground?"

"Negative!" he shouted back. "We don't have the time! I need you to hit her with the Buster Bolts!"

"What?" Barton barked. "Cap, those are meant for the Hulk!"

"And I'm tellin' you, we need them! Set up on a roof, now! Sam, get Rebecca onto that quinjet, stat, and get back to the helicarrier!"

Barton didn't waste any more time arguing. Natasha rotated the plane to let him off on a rooftop overlooking the scene of the battle. Only a mere second passed before Sam soared into the opening with a small form cradled in his arms. The quinjet immediately began to lift off towards the north, but Barton could hear the approach of a second jet, which should be the one the others had come in on, back to collect them if this worked.

"Jesus," Hawkeye breathed as he pulled the specialized arrow from his quiver and peered at the destruction below. The creature had finally been sufficiently distracted from the carnage to pay attention to the other assailants. Logan was down at its feet, evidently receiving a hard enough blow to actually render him unconscious for the time being, and Rhodes managed to hang onto one of its arms.

His small victory didn't last for long as that same arm whirled the armored figure over the beast's head to land on top of the already demolished SWAT van.

"Now, Clint!" Rogers ordered as he picked himself up off of the ground where he'd been knocked to once again, scrambling to retrieve his shield. The creature only spared him a moment's glance before it turned to renew the bloodbath it had started with the few armed humans left at the scene.

"Sorry about this, Cat," he breathed as he took careful aim. "This is gonna hurt like a bitch…"

He let the arrow fly and it struck true, latching onto the back of the creature's neck and eliciting a howl of outrage. Bright probing arcs of electricity writhed across the beast's body, highlighting it like some demonic tesla coil, but though it faltered it stayed upright and kept on prowling forward. There was a police officer on the ground, unarmed and clutching his broken arm to his chest, screaming in fear as he faced his own death.

"There's no way," Barton muttered, shocked at the ineffective result from the arrow. "There's no fucking way." He nocked another arrow of the same type and quickly released it.

The next projectile also struck true, intensifying the effect and causing the creature to stumble to its hands and knees. It still crept forward, though, snarling in rage as its target scrabbled backwards, trying to stay out of reach.

"Clint, again!" Rogers coughed as he staggered forward. "Hit her again!"

"Dammit, Steve!" Barton shouted angrily. "You know Banner helped me make these! Three is all it would take to bring the Hulk down! You don't know what it might do to her!"

"Now, Clint!"

Hawkeye brought the arrow back to his ear as he drew the bowstring back. "God, please," he whispered, and let fly.

The third arrow once again hit the target, and the creature let out an agonized howl, rearing back on its knees before collapsing in pain onto the dirt.

Barton watched intently as the creature's movements began to slow and halt its writhing, eventually stilling while still in a huddled ball. And then the dark-furred edges of it began to shimmer as it seemed to shrink. The electrical arrows fell off as the beast changed into the small and naked form of a teenaged girl, curled into a fetal position and unmoving.

He let out a relieved sigh. "Cap, check on her, make sure she's okay."

"I'm on it, Barton."

But then there was a scuffle as the few remaining SWAT team members scrambled to their feet. "That was the monster?" one of them said incredulously. "Quick, it's down! Kill it!"

"No!" Rogers yelled as he jumped in front of the prone form. "Everyone, back off! She wasn't in control of her actions!"

"Outta the way, Captain!" one of the officers yelled, his face red and mottled with fury. "This bitch killed my friends!"

"Fuckin' mutie, I'll bet!" another growled, lifting his assault rifle to his shoulder.

"You will stand down, now!" Rogers shouted angrily, crouching in front of Caitlin with his shield held protectively over her.

"Look, Cap, we respect the hell outta you, but if you don't move we're gonna go through you to get to her!"

Heavy footsteps signalled the arrival of War Machine as he interjected himself in between the two opposing sides. Logan crouched down next to Rogers, his wounds closed over once again but moving slowly as if he was aching something fierce.

"Cap, take the kid, let's get to the jet," he murmured in his gravelly voice. "Barton's already aboard. Tin man there will take the next jet out."

Rogers nodded and scooped the girl up in his arms while Logan grabbed the discarded arrows as Barton had requested from him. Rhodes stood with his arms out and his visor raised. "Now, officers, I know this was a bad scene, okay? But we can't let you murder a little girl."

"Look, asshole, if you don't move we're not responsible for what happens to you."

War Machine lowered his visor again and motioned with his left arm, the only one with a functioning weapon. "Oh, now I know you did not just threaten me…"

Helicarrier Medical Ward

"But I am fine!" the small redheaded girl protested to the four medical professionals fussing over her. "You have already examined me. My wound is healed, I no longer require treatment. Now, where is my sister?"

"Miss Brown, please, there may be internal injuries still, and until we get the test results back-"

"Clear the room, please." The imposing man that strode through the door was about as relieving to Rebecca as the sight of Sam on his heels. _Finally. I will get answers._

"Mr Fury, sir, please tell me where my sister is," she politely demanded as the other people left, closing the door behind them and leaving the three of them alone in the sparse recovery room.

Sam walked around the bed where Rebecca was semi-reclined, pulled up a chair, and sat on it backwards. He immediately reached over to lay a reassuring hand on her arm, for which she gave him a quick smile of gratitude. Her focus immediately zeroed back on the other man, though.

"We'll get to that in just a minute," Fury replied as he crossed his arms and leveled his impassive stare on the small girl. "You can relax though, she's fine, physically. Still out of it from what I understand."

Rebecca sat back against the inclined bed once more. "Thank you."

"You are most welcome," he replied with the hint of a grin. He sobered quickly. "We got the results of your blood work back. Wilson here already knows, which is why he somehow managed to persuade me to allow him to be present for this." He gave his head a rueful shake. "I'm gettin' soft in my old age."

"Now then," he continued, taking another step closer. "Have you ever had a full work-up done?"

"I have not, no."

"If this were still the S.H.I.E.L.D. I ran, you wouldn't have slipped through the cracks like that. In any case, while it's true you have the ability to heal quickly like Caitlin does, yours is of a rather different nature."

Rebecca tilted her head thoughtfully. "I have not been significantly wounded in the past."

"Which might explain how you haven't noticed how much faster than your sister you heal, even with her transformative powers." Fury unfolded his arms as he talked and took hold of the other chair in the room, pulling it over to sit with his leg crossed over his knee.

"Rebecca," he said gently, "you received a mortal injury. You should have bled out internally within a matter of minutes, even before you got onto that jet."

"But I did not," she reminded him, unsure as to why he was making such a big deal of it all.

"No, you did not. And that's because of the subtle influence of what I expect have been changes at the DNA level."

"Fury, just get to the point," Sam interrupted impatiently. "You can't beat around the bush with Becca, just spit it out already."

"Alright then," Fury sighed. "Rebecca, you have a healing factor, not from the same physical source as Caitlin, but from the mutant gene."

Rebecca blinked her eyes uncertainly. "I am a… mutant?"

"One grown in a lab, yes," Fury agreed bluntly. "We'll need to do a little more workup on the samples, but as far as we can tell right now, the strain of DNA that you carry is from the same man that helped you find your sister."

Rebecca's eyes opened a little wider in shock. "Logan? He is my… what, exactly? Donor?"

"You're a partial clone, Rebecca," Fury sighed once more. "Yet another one, Wolverine will be thrilled to hear…"

"There are more?" she asked quietly.

Fury nodded. "One female that we have identified called Laura. The girl is actually about your age. Also grew up in a lab, but a very different one and not associated with Hydra. She's more of a true clone, claws and all, whereas you just have parts of his DNA to enable the healing factor. But we've lost touch with her some time ago. We think there might be at least one more."

Sam leaned forward as Rebecca remained silent from the news. "Hey, Becca, you okay? What are you thinking?"

Rebecca turned her pale green eyes on him. They were bright with some unnamed emotion.

"Sam," she whispered. "I have another sister. And… I do not know what to call Logan. Is he my father?"

"Not sure he's gonna take to being called 'Daddy'," Fury snorted as he rose to his feet.

"It matters not," she sighed happily. "I have more family." She narrowed her eyes and gave Fury a glare. "But you will not leave me without answering my original question. Where is Caitlin?"

Helicarrier Holding Cells

Caitlin woke slowly once again. This time, however, she wasn't restrained to a surface or in a concrete room. The feel of a cell was fairly similar, though, even if the walls were metal now.

She glanced down at herself. She was now in one of her older sundresses, which led her to believe she was now back in friendly hands again. But why was she seemingly incarcerated?

 _/You remember anything?/_

 _Not really, Chris… I was strapped down, that old crone was tormenting me… and then just pain. Nothing after that._

 _/I… tried to help, Cat, but.../_

 _Chris, what? What happened?_

 _/It was the third form, it got out. The details are fuzzy for me, but I know you fought your friends./_

"Oh, God, no," she breathed to herself out loud.

Her head whipped around as the door lock disengaged and Natasha stepped through, a somber look on her face.

"Tasha," she exclaimed, jumping to her feet. "What happened? Did I hurt anyone?"

"Have a seat, _kotenok koshka_ ," the redheaded woman murmured as the door sealed behind her. They sat next to each other on the narrow metal cot, Natasha's hands in her lap and a distant look on her face. "What do you remember?" she began softly.

Caitlin briefly explained her capture, what she remembered of it, and the woman responsible, as well as the source of the man resembling Eric that they had fought, apparently all as a diversion to obtain her. "I don't remember anything after she touched me," the petite brunette finished. "But Chris told me that the hybrid beast got out. Did I… Was anyone hurt?"

Natasha sighed heavily, her face a neutral mask. "Caitlin… Yes. You beat on Logan pretty badly-"

"Wait, Logan was here?"

"Yes, I called him in to track you. He and Rebecca found where you were being held, but you'd already transformed by the time the others arrived. Only one person on the team was seriously injured, aside from Logan, but we're all fine now. However, twelve policemen from the tactical team are dead, and another five are in the hospital."

Caitlin gasped and held her hand to her mouth. She killed the good guys, the ones that put their life on the line to protect… and they were dead because of her.

"Wait," she interjected, pulling her hand back down. "Who else was injured on the team?"

"Your sister," Natasha said, but then quickly amended her statement when she saw the horror in Caitlin's eyes. "She's fine now, you didn't hurt her, she took a bullet from the SWAT team."

Caitlin shook her head despondently, but Natasha let her mask slip as she slipped an arm around her shoulders. "Cat, I know you're feeling… guilty. But those men, those officers went into the situation without knowing what was going on and immediately opened fire, with our people on the ground and in the field of fire. You are not responsible for their deaths, alright?"

"But I did kill them," the pale brunette whispered.

"Yes, but only after Becca had been wounded."

Caitlin hung her head down, the brown curly hair falling in front of her face, and Natasha was uncomfortably reminded of the time she'd found her as a feral panther and brought her back with Barton.

"What are you thinking?" the woman murmured.

The diminutive girl sighed and sat back up, pulling her hair behind her ears to reveal her pale green eyes brimming with tears. "I can't do this, Tasha," she choked out. "I knew… Somehow I just knew this wasn't going to work, being an Avenger… My first mission, and I proved that I can't cut it. I'm no hero, I'm just a broken girl with a monster inside of me. I've got to… got to get my mind healed so I can control it, so it never happens again…" She hiccuped slightly as she trailed off.

"You done?" Natasha asked gently. "Because you're full of shit. You are not broken. Believe me, I've seen broken. I've been the one to break people. I've been broken myself. I saw you at your absolute lowest, and even then you weren't broken to the point of no return. You fixed yourself, pulled yourself together with help."

Caitlin shook her head. "No, no I'm still not well, not if something like this could happen…"

Natasha took hold of the girl, one hand on either side of her face. "Caitlin. This was not your fault. None of this was. And we're fighting very hard to make sure everyone else knows that, too."

The brunette blinked at her uncertainly. "What about everyone else, now? Tasha, what aren't you telling me?"

The former agent released her hold and sat back again with a weary sigh. "Civilian authorities are trying to press charges. S.H.I.E.L.D. isn't the powerhouse it used to be, nor are the Avengers, though we're getting support now from Stark and others."

"So… am I under arrest, then?"

"Let's just call it protective custody."

"Yeah. I'm under arrest." Caitlin glanced over at the woman she regarded as her older sister. "Tasha, what else?"

Natasha regarded her with a slight smirk. "You're getting too good at reading me, _kotenok koshka_."

"Comes with being family."

"I suppose so. Well, it concerns our other, um, sister." Natasha paused as she realized that, somehow, she really had included the small redheaded girl as another sister, same as the brunette one in front of her. _How did this manage to happen to me?_

She shook her short red tresses out and picked back up on her report. "We found out Rebecca has Logan's DNA and his healing factor. She's actually got the mutant gene." Natasha took a few minutes to explain Rebecca's lineage and partial cloning, as well as the other existing clone of the Wolverine.

"Really?" Caitlin asked searchingly once she was finished. When Natasha nodded, a smile blossomed across her face. "That is so cool!"

Natasha barked out a surprised laugh. "It is, is it?"

"No, you don't understand, Tasha," Caitlin replied earnestly. "All this time I've been worried about Rebecca, she can't transform to heal like I can. I've felt so, well, protective of her, thinking that as strong as she was and as well as she could fight, she was just like me in this human form. But if she can heal like Logan?" Caitlin grinned widely. "That is such a load off of my shoulders!"

"You worry about the oddest things," Natasha murmured. "With everything going on, you're more concerned with Rebecca than with yourself, aren't you?"

"Well, yeah," she replied, perplexed. "She's my sister. Same as you. And I worry about all of my friends. That's why…" She swallowed then, eyes downcast once more. "That's why I have to go. I understand none of this was my fault, okay? I get that. But… I'm not cut out for this. You think anyone is going to look at me like a hero after what happened? I sure don't."

Natasha regarded her levelly for a full minute, finally nodding slowly. "Alright, _mladshaya sestra_ , I understand. How long would it take you to break out of here?"

Caitlin looked around, regarding the cell intently. "Maybe ten minutes?"

"Too long," Natasha muttered. "Knew I should have taught you lockpicking."

The brunette snickered. "We'll save it for the holidays."

Natasha barked out another laugh as she rose to her feet, pulling Caitlin up with her and enveloping her into a hug. "I'm going to miss you. Will you keep in touch?"

"'Course I will," Caitlin sniffled. "You and Clint aren't getting rid of me that easy."

"What about Rebecca?" the woman asked as she pulled back.

"I… She has Sam now, and maybe others. She doesn't need me anymore. I don't think she should go with me, but I have to see her before I leave." She looked around the room, avoiding Natasha's gaze. "I'm not that strong, I can't just leave without saying goodbye," she whispered.

"And where will you go?"

Caitlin shrugged. "Dunno. Away from people for awhile, maybe visit old friends… Do my own thing for a change. You know what?" she asked musingly. "The most fun I had was when we went down to Florida to rescue Blink. I could get used to that. Maybe Professor Xavier could use me."

"Well, whatever it is, you take care of yourself, alright? I'll always be here for you, anytime you need me." Natasha leaned in to plant a soft kiss on Caitlin's forehead. "I love you, _mladshaya sestra_."

"I love you too, Tasha."

Natasha exited the room using her passcard, but dropped a tightly folded up piece of paper as she walked out. The closing door bumped up against it, leaving it slightly ajar.

Caitlin gave it to a count of ten before she made her escape.

Helicarrier Medical Ward

Caitlin knew she needed to get off the helicarrier soon. The holding cells were only lightly monitored, and the staff aboard was far more sparse than before Hydra emerged from hiding, but even in the middle of the night as it was she'd be missed eventually.

She crept unseen down the hallways towards the medical ward where Natasha had said her sister would still be. She checked every room she came across, waiting for the nurse on duty to turn her attention before creeping forward each time. Eventually her enhanced hearing picked up on quiet murmurings from the other end of the ward.

The brunette let out an irritated huff of air. Of course they'd be on the other side of the nurse. Slipping backwards, she pilfered an empty metal bedpan from a nearby shelf, aimed, and flung it down the hall, angling it so that it would clatter inside one of the rooms.

The nurse immediately got up to investigate while Caitlin slipped past, rounding the corner and silently opening the door to Rebecca's room. She shut it behind her and rose to her feet to observe the pair in the room.

Rebecca was still in her bed, though Sam was perched on the end of it. Caitlin wasn't entirely sure what they were doing previously, but right now the small redhead had her hand clamped over Sam's mouth to keep him silent on her entrance.

"That was rather noisy of you," her sister commented drily.

Caitlin shrugged nonchalantly. "Eh, I was in a hurry."

"You can't be here!" Sam finally hissed once Rebecca removed her hand. "You're supposed to be in lockup!"

"Yeah… well, about that…" Caitlin stared at the floor. "I'm… well, I'm gonna go away for a bit. But I wanted to come and say goodbye first.

The other couple were only silent for a few heartbeats as they digested the news.

"I will not let you go alone," Rebecca stated firmly as she slid off of the bed to stand in front of her sister, her hands resolutely on her hips.

"Becca…" The brunette girl sighed despondently. "I'm… dangerous to be around, you saw that. I hurt you and our friends, killed others… And besides, you have Sam, and now Logan and- and- and Laura, if you can find her…"

Rebecca closed the distance between the two of them, holding Caitlin by the upper arms and forcing her to meet her gaze. "You are my sister," she said with conviction. "And I will not let you go alone."

"But-"

"No, Caitlin." The redheaded girl smiled at her. "You will not deter me. Now, you will stop with such… bullshit."

Caitlin blinked her eyes incredulously. "Did you just cuss at me?"

"I did, yes."

"Wow." She gave the other girl a wide grin. "I feel so proud of you."

They simultaneously pulled each other into a tight hug, chins resting on the other's shoulder.

"I love you, Becca."

"And I love you, Caitlin."

"But… what about Sam? I don't want you separate you…"

"It's okay, Cat," Sam reassured her as the sisters pulled apart. "Becca and I were discussing that earlier. Seems she knows you about as well as you know yourself, 'cause she figured this'd be your response." He walked forward and ran his hands through the back of Rebecca's unbound, silky red hair. "We're still working things out, but for now…"

"It is a hiatus," Rebecca murmured. "Nothing more."

"Right," Sam smiled.

Rebecca quickly donned the clothes that Sam had brought her, pulling on her jean shorts and white tank top with as little regard to modesty as ever. Sam, for his part, stood with his back turned, his dark complexion blushing furiously.

"You will remain here?" Rebecca asked as she finished.

"Yeah, I'll keep the room occupied, might take a little longer to notice you're gone," Sam answered. "Now, you two get going, okay? And don't be strangers."

Caitlin lunged at him, giving another tight hug. "Thank you, Sam," she whispered.

"You take care of each other, okay Cat?" he replied.

She nodded and stepped back, Rebecca taking her place. She stood there at first, her head tilted to the side as she considered him intently.

"Um, Becca? What are you-"

The small redheaded girl stood on her tiptoes, grabbing him by the back of the neck and pulling him down into an uncertain kiss. As the seconds passed, they became more comfortable with it as their bodies molded together and they left their misgivings and uncertainties behind and simply recognized the fact that they shared a bond now. And that for now, this was goodbye.

As the two sisters crept down the hallway from the medical ward, Rebecca spoke up first. "Do you have a plan for us to escape?"

"'Course I do," Caitlin grinned over her shoulder from where she led the pair. "So, how was your first kiss?"

"Subjectively? It was perhaps awkward. And wet. Messy."

Caitlin snickered quietly. "Yeah, okay, so how about objectively then?"

Rebecca smiled softly. "Wonderful."

Helicarrier Conference Room

Fury stood at the head of the conference table, staring down at the assembled people with an imposing glare. He actively avoided looking at the scarred surface where a knife had left a small hole.

"Now, let me get this straight," he said in a deceptively mild voice. "Romanov, you left her awake and still confined to her cell."

"Yes, sir," Natasha answered, her face back into its customary neutral mask.

"And Wilson, you were sleeping next to the sister, and woke to find her gone when a nurse entered the room."

"Yes, sir," Sam repeated, an air of indifference about him as he sat unconcernedly.

"Hill, security cameras show nothing?"

"No, sir, they were set onto a loop," Maria confirmed stiffly.

"But you were on duty at the time."

"Yes, sir."

"And saw nothing."

"No, sir."

Fury sighed and pinched the bridge of his nose, slightly dislodging his eyepatch. He adjusted it before turning towards the next member of the small group. "Barton, you were shown to have accessed the portside parajump room."

"I did, sir," Clint replied breezily. "Wanted some fresh air."

"Is that why the hatch was opened?"

"Yes, sir."

"Fifteen minutes after entry. Perhaps enough time to get a pair of very devious little girls into parachute harnesses and give them basic instruction as to their use."

"Is that a question, sir?"

"No, Barton, that's not a goddamn question. I'm stating a fact."

"Well, you're certainly entitled to your opinion. Sir."

Fury sighed once more, heavily and laden with weariness. "Cap, I don't recall getting this much grief when I was a Director."

"You carried a bigger stick back then, sir," Rogers answered with a grin.

"Alright," Fury stated, finally taking a seat. "I get it, people. I know what you did, obviously, and unofficially, I'm fine with it. But officially? This is gonna take some serious work to sweep under the rug." He shook his head resolutely. "Now, all of you, get out of my sight before I think up some nasty jobs that need done."

The other people quickly filed out and closed the door behind them, leaving Fury to sit alone. From a concealed door slipped another man inside to join him at the table. "Do you think they realize?" the suited man asked quietly.

"What, that I covered for all of them while they did their little Scooby-Doo-gang action?" Fury snorted humorously. "I doubt it."

"You know, if it comes down to it, they may just demand someone's head over this. Was she worth it? Really?"

The dark-skinned man sat back in his chair. "She's a good kid. I saw the potential in her. She could have been one of the best of us, before Sokovia. But now… now Caitlin Brown needs to find her own way. And her sister will help keep her… healthy."

"She'll protect her?"

"Not just physically. Emotionally as well."

The suited man stood and offered him an easy grin. "Why, I didn't know you'd grown soft, Nick."

Fury grinned back. "Bite your tongue. The day I grow soft is the day I retire. Permanently."

"Well, here's hoping that day is far off still. S.H.I.E.L.D. still needs you, Nick. The Avengers need you."

"I know," Fury sighed as he got to his feet as well. "And I appreciate your confidence in me still, Director Coulson."

"Please, Nick," he replied warmly. "Can you at least call me Phil while we're alone? For old time's sake."

"All right, Phil," Fury nodded agreeably. "For old time's sake."

Epilogue

Marco Janosik was an up-and-coming member of the criminal underworld. He knew he was headed for big things. Everyone said so. He had a talent, they said, a talent for getting things done. You wanted a guy rubbed out? Done. Some willing but underage girls for a intimate party? Done. Drugs? Didn't matter what kind, done.

And he'd assembled a rather large following by this point. New York City had no end of folk who didn't mind making a living by getting their hands dirty. He was careful to keep his operations limited to a small slice of Queens, for now at least.

But he was destined for bigger things. Maybe the Criminal Prince of New York? The Robber King?

He chuckled to himself as he finished counting up the money from the ransom. He had people to do it, but he always liked to check their work, especially when it came to money. Kept everyone who worked for him honest, and in return he paid handsomely.

So, one family paid up, but still one they hadn't heard from. Disappointing, very disappointing. Evidently they didn't know exactly who they were messing with.

He picked up his cell phone and dialed the number for his trusted lieutenant. Ruddy was at another facility, watching over the two little girls. One of them would be released, but the other… Well. Defiance was not to be tolerated.

The line rang several times before it switched over to voice mail.

"The fuck?" he muttered crossly. "Ruddy! You better have a fuckin' good excuse! Call me back!"

He dropped the phone back down onto his ornate desk and looked around the opulent office. Only his desk light was on, an old antique-looking thing that dimly lit the rest of the room. He liked showing off his wealth, the trinkets and art that he bought or had stolen, the quite tasteful nudes, in his opinion at least, that hung from the walls. All pointed to him being a man of importance.

Marco furrowed his brow as a small worry began to tickle the back of his mind. Ruddy never left his phone off, or let it out of his sight. He was a good lieutenant and was always on call. Perhaps he should get some of his people to go by and check them out…

He had just started to reach for the phone when a light voice spoke up. "I gotta say, those are the tackiest paintings I have ever seen."

Marco's hand dipped into his jacket and he hauled out his massive Desert Eagle hand cannon. He liked the intimidation factor of a pistol that could put a fist-sized hole though a person, even if it left his hand sore after firing it. But the small brunette girl standing just outside the pool of light didn't seem fazed in the slightest.

"Seriously, dude," she continued as she took another step closer. "All the money you make, and you couldn't hire an interior decorator?"

"I don't know who you are, little girl," Marco snarled, "or how you got in here, but I have almost thirty men outside of here in the ballroom. They will perforate you on my command."

"Oooh, perforate, big word there," she replied nonchalantly. "Yeah, I saw 'em, that's why I snuck in through the window. You should really have invested in an alarm system, too."

Marco looked over the petite girl incredulously. She wore dark green capris cargo pants and a tight short-sleeved black shirt, but was barefoot and otherwise unarmed.

"Who are you? What do you want?" Marco rose from his chair to loom menacingly over the brunette girl. "Start talking, little bitch, or I'll have to get violent with you."

"Well, we wouldn't want that, now," she smirked, her arms folded in front of her. "Yeah, so, I'm Cat. And for what I want, well I already released your hostages. Don't care for kidnappers much. But as to what I want from you?" She smiled darkly. "I want you to stop taking little girls from their homes. And I want to return that ransom money to the rightful owners."

Marco barked out an incredulous laugh. "What is this? Are you threatening me, you stupid little bitch, here all alone?"

"Oh," she assured him humorously, "I didn't come alone."

The brunette girl seemed to pause expectantly for a second, and then let out an irritated huff of air. "See, right there, that was the signal."

As she finished, a knife whistled out from the dark and embedded itself into the man's forearm, causing him to drop his gun, which went off when it hit the floor to create a hole in the carpet. The brunette leaped forward and spun, knocking him out when her foot connected with his temple.

She turned then, her hands on her hips. "Seriously, what was with the wait?"

A redheaded girl, identical to the first in stature, emerged from the shadows to stop with her hands on her hips as well. She wore jeans and a black short-sleeved halter top and was also barefoot. "Perhaps you need to be more clear in your signals."

The brunette grinned at that. "Why Becca, that was snarky of you! Nice!"

"Thank you, Caitlin," the redhead smiled back. "I have been practicing."

Suddenly there was a crash as the door was kicked open and men with an assortment of baseball bats, clubs, knives, and handguns began to file into the cavernous office. As it was the size of a large apartment, there were quite a few of them that fit inside. "You two, get your fuckin' hands up! Now!"

The redhead sighed. "This is irritating."

"I know, right? Third freaking time this week…"

"Am I to assume we are to disable only once more?"

The brunette laughed softly. "Yeah, it's more fun that way, remember?"

"Shall I take the dozen on the left?"

"Sounds fair. I'll take the dozen on the right."

The pair nodded at each other, turned, and simultaneously launched themselves into battle.

* * *

 **A/N:** So that's it for now! Whew, I had such a blast with this, honestly it turned out to be far more extensive than I had planned. This definitely isn't the last we'll hear from Cat and Becca, though. I have at least two one-shots planned, one within Avengers and another purely X-Men, as well as a short story with maybe only a couple of chapters for Avengers again. If you're interested, go ahead and follow me as an author and you'll get notification when they're up. Might have some more later on between now and the cinematic showing of _Captain America: Civil War_.

Other than that, I have some more projects I'll likely be moving on to after a short hiatus. I have another Avengers story I want to tell, as well as several one-shots and shorts back in the Firefly 'Verse based on my other stories there, **Nothing In The 'Verse** and **Invincible**.

So, thank you all so very, very much for reading my tale. From the depths of my heart, I appreciate all of the kind words of encouragement given, and I hope you enjoyed the read!

One last round of hugs for my wonderful Betas, **PandaAnimeLover** and **KellyConnely** , as well as all of my awesome favoriters, followers, and reviewers. You all rock my socks: **theradvlad** (Happy-ish ending achieved?) **,** **Aiphira, Trench Gun, Lizarddemon94, PlainJaneJaida, Hurricane.'97** (I'm still going to use your 'McGonagall' suggestion sometime) **, chaosrin, CastBound Graceus, Izaria, Dracowoman, TooLegit, crazehfreakbehungreh000, jalohalo123, ShigureAyameHatoriFanClub,** and several lovely Guest reviewers.

Stay shiny!


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